My Little Pony: The New Generation
by seniorcopycat
Summary: It has been sometime since Twilight Sparkle and her friends first saved Equestria but when a new evil emerges the children of Twilight Sparkle, Pinkie Pie, Applejack, Fluttershy, Rainbow Dash and Rarity and must join forces along with a female dragon names Spines to become the new bearers of the Elements of Harmony and learn all about the magic of friendship their own way.
1. The New Generation Part 1

**My Little Pony: The New Generation**

**Episode 1: The New Generation Part 1**

One day, over twenty years ago when Nightmare Moon reappeared after a thousand years, six friends stood together to stop her from bringing about eternal night using the legendary elements of harmony; Honesty, Kindness, Laughter, Generosity, Loyalty and Magic.

Together these friends faced all kinds of threats to Harmony; spirits of Chaos, shape shifting invaders, demons, monsters and their own problems at home. The girls vanquished them all. And finally, when Equestria was at peace, the bearers of the Elements built lives of their own.

The Princess and the Guard fell in love. As did the bearer of the Element of Loyalty and one of the talented fliers from the Wonderbolts. The fashioniesta found her own fancy pants prince. The super duper party pony found the cheesy icing to her cake while the farm pony found her own Caramel Apple. And the most caring member of the six found her own super buff soul mate right back in their home town of Ponyville.

And one by one, the children of the bearers of Harmony came to be. Children who would one day become a new generation of heroes.

But now… evil has returned. And these kids are the only ones who can stop it.

* * *

It was morning in Ponyville, Celestia's sun was already high up in the sky and everypony around was just beginning to start their day and their everyday routines. In the Golden Oaks Library, the home of Twilight and Spike, everything looked to be the same after twenty years except for the extra rooms and three more inhabitants.

Inside one of the rooms, housed a teenaged Alicorn stallion named Dusk Shine who was flipping through the pages of what appeared to be a photo album. Using his magic he flipped and gazed through pictures of Twilight Sparkle and the rest of the Pony Gang and saw images of almost every adventure they had ever gone on. His name is Dusk Shine, son of Twilight Sparkle and Flash Sentry, one of the other occupants of the library.

The color of his coat and mane were exactly the same as his mothers only his mane was straight-cut, with only a hint of ruggedness towards the rear of the mane, his tail echoing the same style and he had his father's eyes. He also looked to be a teenager, by Pony standards anyways. His cutie mark with a dark purple comet.

A familiar voice calls out to him.

"Dusk! It's time for breakfast!"

"Coming Mom!" Dusk called out as he magically put away the album. He exited his room and walked all the way to the kitchen before magically opening the fridge. The color of his magical aura was also the same color as his mothers. Dusk levitated a large bottle of milk out and tried to drink it straight from the bottle but another magical aura pried it away from him. He turned and saw that it was his mother, Princess Twilight Sparkle.

"Uh, uh, uh, not so fast Dusk Shine," she told him sternly.

"Aw, come on Mom, it tastes better out of the bottle." Dusk Shine complained.

"Now where did you learn your manners?" Twilight asked him.

"In a tree?" Dusk quipped.

"Hey, don't you get smart with me, mister." Twilight told him, even firmer.

"Sorry Mom…" Dusk Shine apologized, lowering his head which Twilight nuzzled.

"Oh, it's ok honey, I'm just trying to look out for you that's all." Twilight assured him with a smile.

Dusk gave her a grateful smile "Yeah, I know," he said, as his father Prince Flash Sentry entered.

"Well, good morning sleepyhead." Flash smirked to his son.

Dusk returned the smirk. "You to Dad. Hey where's Twink?"

Another alicorn female hovered down the stairs, her wings only just keeping her airborne then landed in the kitchen. Her name was Twinkle Star. From anypony else's perspective she looked to be a female version of her father. She had her mother's eyes and her father's sapphire mane and orange coat. Although her mane was longer and somewhat wetter than his and she had a blue star surrounded by six other little stars similar to her mother. She appeared to be a few years younger than Dusk.

"Somepony mention me?" Twinkle Star smirked. Everypony else just rolled their eyes in amusement.

"Hey, sis, morning." Dusk Shine said.

"Morning to you too, bro." Twinkle said also. "So what's for breakfast?"

"The usual and just the way you both like 'em." Twilight said with a smile as she put two plates with pancakes on top of them in front of her two children using her magic and squirted some syrup on them.

"Sweet!" Dusk said, happily, , happily before he started to eat his meal in a very fast manner, much to his sister's disgust.

"Whoa! Someone's in a hurry!" Flash Sentry remarked.

"Yeah, me and my have a big day planned." Dusk Shine said. "After all it _is_ the Summer Sun Celebration, remember?"

"Ah, boy does _that_ bring back memories…" Twilight mused thoughtfully, thinking back the Summer Sun Celebration where she first met Rainbow Dash, Applejack and all the others. Just then, a dragon just a few feet taller than a pony swooped down into the kitchen area as well. It is Spike, who has now gone from a baby dragon to a teenage dragon.

"Yeah, I'll say!" Spike remarked, his voice was now slightly deeper. "That was the day you and the others all met!"

"Wasn't it also the time Nightmare Moon reappeared and you and the others defeated her?" Dusk Shine inquired.

Twilight nodded. "That's right."

"How do _you_ know that?" Twinkle Star questioned.

Dusk shrugged. "What can I say? I like to do my research, looking through Mom's scrapbook keeps me informed on past events so I know what to expect."

"A regular egghead, just like his Mom here." Flash Sentry said with smile, wrapping his hoof around his wife lovingly.

"Aw you…" Twilight cooed, touched as she and Flash kissed, much to the disgust of their children.

"Oh, get a room guys! Sheesh!" Dusk exclaimed.

"Sorry…" Flash apologized, with a smile which he shared with Twilight.

And with that Dusk finished off the last of his breakfast. "Well I'm all done. See you guys later!"

Dusk began to make his way towards the door. but was stopped by his parents.

"Whoa! Not so fast, kiddo." Flash declared.

"Why? What's up?" Dusk Shine asked.

"If you're going outside, take you sister with you." Twilight told him. "Your father, Uncle Spike and I have a lot of meetings today, and we can't leave Twinkle here on her own after what happened _last_ time…"

"Yeah, and I thought Pinkie Pie, Cheese Sandwich and their _daughter _were party animals…" Spike added.

Twilight, Flash and Spike all glance at Twinkle who had a nervous look on her face as he eyes darted back and forth.

"But, mom, I was going to go hang out with my friends!" Dusk protested.

"If they're your friends I'm sure they won't mind." Twilight Sparkle said.

"_I _will." Dusk Shine mumbled.

"She's coming with you Dusk." Twilight told him.

"But…"

"No 'buts', mister." Twilight said to Dusk sternly.

"Yes, mom…" Dusk cringed, with a sigh.

"Awesome!" Twinkle Star squealed. "Looks like _I_ get to hang with the big ponies today!"

"Yes, we are big ponies and don't you forget that." Dusk Shine reminded her. "And _please_ try not to embarrass me in front of my friends…"

"Ok, but no Pinkie Pie promises…" Twinkle smirked, which made Dusk roll his eyes a bit.

"That settles it, then." Twilight Sparkle smiled. "Have fun, you two."

"Hoo!" Owlowiscious hooted, from a far.

"She said 'two', not 'hoo'!" Spike admonished the horned owl. Twinkle, Dusk and their parents all chuckle a bit.

Dusk sighed. "Let's go, squirt."

"Right behind you." Twinkle nodded, as she and her brother headed out the door.

"Sure they'll be alright?" Twilight asked her husband who gave her a comforting smile.

"Hey, don't worry alright? I mean how much trouble can they get into?" Flash Sentry wondered, amused.

"Well_ we_ got into a lot of trouble when we were younger, right Twi?" Spike questioned.

Twilight smiled a bit, reminiscing once again. "Yeah… but I guess the time is coming for us to pass the torch the new generation, what happens next… is up to them."

"I love it when you get poetic." Flash smiled.

"Right back at cha." Twilight said, nudging him playfully more nuzzling. Spike groaned.

"Oh man… I'm leaving…" he griped before walking off. Flash and Twilight laughed bit. Unknown to them, a dark figure was watching them from the window. It's yellow eyes gleams eerily.

* * *

_Insert Remixed Version of the My Little Pony: Friendship is Magic Theme Song Here_

Later, both Dusk and Twinkle were making their way to the park where Dusk's friends were waiting for him, and unknowingly her as well.

"So what are you guys planning on doing today?" Twinkle Star asked her brother curiously.

"Not much, were just gonna play some games and then help our parents out with the Summer Sun Celebration." Dusk Shine replied. "It really does mean a lot to them you know and if it wasn't for Mom and her friends setting up that little play date all those years ago me and the others would have never met and become friends in the first place."

"Yeah, I know, I just wish something_ exciting_ would happen to _us _during the Summer Sun Celebration like it did for them." Twinkle admitted.

"Careful what you wish for squirt." Dusk informed her.

"Who are you? Mom?" Twinkle questioned with a raised brow.

"Well I do_ look_ like her." Dusk Shine pointed out with a grin.

"Ha-ha." Twinkle Star said, sarcastically, then looked forward "Ooh! I think I can see them now!"

Dusk looked up ahead as well and saw that his six friends were indeed waiting for him. The first was a somewhat short and chubby Earth pony colt with two buck teeth. His mane was scruffy and blondish-orange, and his coat was a reddish-brown color. He also had green eyes. His name was Crab Apple, son of Applejack and Caramel, he also bore a resemblance to Snips. His cutie mark was three green spiked apples. The second Earth pony was the daughter of Pinkie Pie and Cheese Sandwich, she had a web color plum coat, a puffy raspberry purple mane and tail in the same style as her mother's and her father's green eyes. Her name was Purple Punch and she was almost a clone of her mother and also looked like Berry Punch. Her cutie mark was three yellow smiley faces.

There were also three Pegasi there as well. Two looked to be twins and were both flying over head. They are Thunder Storm and Lightning Strike, the twin offspring of Rainbow Dash and Soarin, one of the Wonderbolts which Rainbow was finally a member of.

Thunder Storm had his father's mane color, tail coat and his mother's eyes and Lightning Strike had her mother's coat, her father's eyes only a darker shade and an amber and gold mane and tail. Thunder's cutie mark was a gray thunder-cloud while Lightning's was a yellow and red lightning bolt. While Thunder resembled his father, Lightning seemed to resemble Lightning Dust, who she was named after and both twins had slicked back mane styles. The other Pegasi was Fluttershy and Bulk Bicep's daughter. She had a light yellow coat, a green mane that was the same style as her mothers, and green eyes included. Her name was Meadow Breeze and she looked like a combination of her mother and Applejack's relative Apple Fritter. Her cutie mark was thee flowers.

The last one was a unicorn mare named Charity, the daughter of Rarity and Fancy Pants. She had her mother's white coat and her father's light blue eyes, and a pale pink mane which had been styled just like her mother's did when she was young and purple eye shadow. She also spoke in a similar manner as her mother's as well and looked like a combination of her mother and Fleur Dis Lee. Her cutie mark was three fleur-dis lee's, two were blue and two were gold.

"Hey guys!" Dusk Shine called out. The six of them all turned and smiled when they saw their friend approaching.

"Howdy there, partner!" Crab Apple said as he and Dusk both hoof bumped. He also spoke with a scratchy Southern Accent.

"Hey, Crabby." Dusk Shine smiled. "Good to see you brother."

"So why's your sis here?" Crab questioned, gesturing to the waving Twinkle Star.

"Mom and Dad forced to me to take her…" Dusk admitted, while Twinkle smiled brightly.

Crab nodded understandingly. "I feel ya brother, my little sis Toffee can get my nerves too," he said.

"Which is fairly easy to do." Dusk Shine smirked, which made Crab smirk back.

Purple Punch then appeared in between them unexpectedly. "Hiya Dusk!" she yelled making them both jump. She sounded just like Pinkie Pie.

"What's the happs?" She asked in a chipper tone.

"You nearly givin' us both heart attacks Purple." Crab Apple grumbled, obviously annoyed by her 'joke'. "That's the 'happs'."

"Oh Crab, you crack me up!" Purple Punch chuckled. "Get it? Crack, Crab... Hello? These are the jokes here..."

Only Dusk seemed to chuckle at this, which instantly brightened up Purple's mood.

"Ha-ha! A laugh! I got somepony to laugh! And my biggest fan to! Whoo-hoo!" Purple Punch cheered.

"Hi Purple!" Twinkle Star waved smiling.

"Hi, Twinkie!" Purple Punch responded, enthusiastically.

Suddenly Thunder Storm and Lightning Strike zipped over, flying overhead, their manes blowing in the wind.

"Hey, guys!" Thunder Storm smiled, sounding just like his father. "What's up?"

"Besides us, of course." Lightning Strike joked, she sounded just like her mother when she was young. Both the twins started laughing, as if they shared a brain, which made Dusk roll his eyes.

"Nice to see you guys too." Dusk told them.

"Honestly you two, enough with the showing off already!" Charity exclaimed, a bit annoyed and frazzled, she spoke in the same manner as her mother. "A little restraint would not be out of line you know."

"I agree." Meadow Breeze added, with a soft yet firm voice. "There's nothing wrong with exercising a little self-control very once in a while you know."

"Oh, relax!" Lightning told her, brushing their complaints off. "You two need to lighten up."

"Yeah you do criticize a lot Charity and Meadow… you might want to lay off the scolding." Thunder told them a bit more gently then his sister, though Meadow and Charity were still a bit insulted.

Dusk smiled at his friends. "Hey, Charity, Meadow, Tweedle-Dee and Tweedle-Crazy."

"Dusk." Charity beamed with a nod. Meadow also gave him a nod and a smile.

"So… which one of us do you think is the crazy one?" Thunder asked his twin.

"Well I know _I'm_ not the one who caused eight days of rain in Ponyville last week." Lightning pointed out.

"Hey! That was an accident and you know it! And I'm also not the one who almost destroyed winter!" Thunder Storm countered.

"I hate the cold! Sue me!" Lightning Strike protested.

"Are they always like this?" Twinkle questioned Dusk.

"Pretty much. You get used to it I guess." Dusk Shine shrugged. "Anyways, it's good to see you guys. Ready to have some fun before we head to Crab's place to help with the Celebration?"

"You bet!" Thunder confirmed enthusiastically.

"Aw! Why do we have to go to _Crab's_ place first?" Lightning complained.

"Gee, thanks…" Crab said, sarcastically.

"Because Sparky, Sweet Apple Acres is the closest to this place, I even devised a schedule for how long we have to stay in each site before moving on." Dusk explained. "And… apparently Twinkle here is going to join us…"

Twinkle giggled excitedly at this new development.

"Hi, Twinkle!" The others all said, waving. She immediately waved back.

"Hello, Twinkle." Charity cooed. "Aren't you the most adorable little filly?"

"Thanks." Twinkle blushed.

"Would you like to play with us, Twinkle?" Meadow Breeze asked.

"Course she does! She said so herself!" Thunder chuckled. "Right, kiddo?"

"Right." Twinkle nodded.

"Ooh, goody!" Purple whooped. "Now that Twinkle's here, we finally have enough to play a fillies against colts game of soccer! Yay!"

An eager yet creepy smile appeared on her face, which disturbed the others a bit, although they don't really give it a second thought.

"Soccer?" Dusk asked, a bit surprised. "You sure we should, with _her_ around?"

"Oh, hush darling," Charity chuckled. "She'll be fine. Why I play with _my_ younger sister all the time so I know what I am talking about, believe me."

"Come on Dusk, there's nothing wrong with her playing with us." Meadow told him. "She'll just fine,"

"That's what I told him." Twinkle smirked.

"Moving on." The alicorn prince said, a wee bit annoyed. "Regardless of her involvement or not, we can still do everything else on schedule like we planned, any questions?"

"Mom's right, you _are_ just like your Mom." Thunder Storm quipped, both he and sister chuckled, annoying Dusk a little.

"And why pray tell is that such a _bad_ thing?" Charity questioned. "Frankly, I find it a compliment that other ponies consider me to be just as beautiful and talented as my mother."

"And I do." Dusk Shine confirmed.

"Me three!" Purple Punch added, in a chipper tone.

"Yeah, not really a good thing kid." Lightning Strike told him, shaking her head.

"What do you mean?" Meadow Breeze questioned.

"She means if you keep acting like your parent you'll like _never_ get to have your _own_ identity." Thunder explained. "Don't you guys see that?"

"Not to mention other ponies will keep comparing them to you." Lightning Strike added.

"And don't _you two_ act like your mother the great _Rainbow Dash_ all the time?" Charity pointed out.

"Yeah, so it looks like you two are in the same boat as everybody else!" Twinkle Star smirked. Their eyes widen when they realize that they have a point.

"Uh…" Thunder Storm began.

"Well…" Lightning Strike continued.

"Regardless!" They both exclaimed.

"The point is parents always try to make you mini versions of themselves. Grow up without those constraints or break away from them and you can have your own identity_._ See? It's just that easy." Lightning Strike reasoned.

"Wow, deep." Meadow admitted.

"Thank you." The other female Pegasus nodded, proudly.

"Yeah, she just _loves_ to read those philosophy books, _just like Mom_." Thunder teased.

"And _you_ have inherited Dad's love of _pie_." Lightning countered, which made Thunder frown.

"Well I don't care, I for one have always wanted to be like Mom and Dad." Dusk admitted.

"Yeah, my Mom and your Mom's saved Equestria a bunch of times!" Twinkle added.

"And how do you suggest we live up to that?" Thunder Storm pointed out. Everyone then exchanged unknowing glances, not sure how to answer that question.

"I… haven't figured that out yet…" Dusk Shine admitted.

"So, the Prince with the big brain finally doesn't have all the answers? Who'd have thunk it?" Lightning Strike remarked.

"Come now, leave the poor boy alone you two." Charity told them.

"Yeah? Well doesn't your Mom want you to be a designer someday to?" Thunder pointed out.

"Even though you want to be a model or something?" Lightning added.

"Well I…" Charity tried to say.

"See? Our folks just want us to carrying on their legacies." Thunder stated. "Meadow wants to be a flouriest but her Mom needs somepony to take care all her animals. Purple wants to be a stand up comedian and not just a party planner. Crab probably wants to do something else aside from being a farmer…"

"And _we_ want to form our _own _dare-devil team and not join the 'Wonderdolts' like Mom and Dad did. They may not be _trying_ to pass on their legacies to us… but they are." Lightning said. "And Dusk? You probably don't _have_ a dream yet do you?"

Dusk's ears droop down sadly as he knew they had a point, as did everypony else. All their lives they've done what their parents wanted them to do and have lived in their shadows since they were little, knowing one day they'd have to fill their parents hoofs, but what about what _they_ wanted to do?

"Well… in any case… are going to get on with our game and forget about this or not?" Charity offered, trying to change the subject.

"You betcha, ma'am!" Crab Apple declared with a salute.

"Thought you'd never ask!" Lightning smiled.

"Alright, game on then!" Dusk Shine declared. The others cheered in response.

And so the game began. The ball was then bounced around from player to player and so far nopony had scored yet. Course they had to be careful now to hurt any of the flowers nearby, as at one point Meadow ended up shielding one from the ball before it could crush it. Everyone stared at her oddly after this.

"What? I'm a flouriest. Protecting flowers is part of my job," she stated.

"Yeah but..." Thunder began before Meadow growled at them angrily like a mother bear protecting her cub. As she did so her eyes turned as red as her father's. They all agreed to stay clear of the flowers after this.

Each of them used their individual skills and talents to steal and direct the ball where they wanted. Crab used his Earth pony strength to bounce the ball off his round head and kick it far with his hind legs, being Alicorn's both Dusk and Twinkle had the strength of an Earth Pony as well though Dusk used more calculated moves while Twinkle ran around enthusiastically like a child almost like Purple Punch, who just kept on popping up and down everywhere, though it was clear that Dusk had more athletic ability then his Mom. Charity moved the ball around without running too fast and with the attitude of a true lady though she didn't even have any qualms about getting dirty unlike her Mother, while the twins just zipped around uncontrollably. All in all, all eight of them were having fun.

Lightning grabbed the ball quickly and made her way to the other side of the makeshift soccer field, but Thunder snatched it away before she could get any closer to the net, that was set up right before they played.

"Too slow, sis!" He chided.

"We'll see about that, bro!" Lightning called out as she dashed over and took the ball back. "Hah!"

"Hey! No fair!" Thunder protested childishly. He began to chase after her "Get back here!"

Thunder chased Lightning all over the field until finally he cornered her. There was nowhere to go.

"Remember guys, no magic and no flying!" Dusk reminded them.

"Yeah, don't remind me chief." Lightning grumbled, clearly not happy about the 'no flying rule'.

She then spotted Twinkle Star not too far from where she was and close the other team's goal and gets an idea

"Twink, go long!" The Pegasus yelled, kicking the ball away from her brother and towards Twinkle Star.

"Got it!" Twinkle cried as she caught the ball with her hoof. She started running enthusiastically down the field. Though strangely as she ran with the ball something black and slithery rushed by her and caused he to trip. "Ow!"

"Whoa, time out!" Dusk called, as he rushed over to his sister and helped her up. "Twinkle. You okay, squirt?"

"I'm fine." Twinkle Star winced, as she stood straight up.

"No, you're not." Dusk Shine stated as he spotted a bruise on Starlight's leg. "Aw man, look at that! Mom and Dad are gonna kill me!"

"Relax, Dusk." Meadow Breeze said to him, as she stepped forward check the wound. "Don't worry, it's just a scratch."

"Yeah, don't worry Dusk, I'm fine." Twinkle assured him. "Although it's strange…"

"What's strange?" Crab asked.

"I don't know… it felt like… like somepony or something _tripped_ me or something…" Twinkle Star admitted. The others exchange glances.

"Don't look at me!" Thunder denied.

"I would _never_ stoop so low." Charity stated. "I am an upcoming super model following in the hoof steps of Fleur Dis Lee herself, I am NOT a ruffian."

"Like we haven't heard _that_ a billion times…" Thunder remarked, a bit tiredly.

"Yeah, really!" Lightning agreed, with a chuckle. Charity gave them both a glare in response.

"Look, I think you'd better get home and have Mom or Dad patch that up." Dusk told his younger sister.

"Aw, come on Dusk, I'm fine! It's just a scratch!" Twinkle protested.

"You can barely _run_, sis." Dusk Shine pointed out.

"Sure I can!" Twinkle Star protested. "Watch!"

Twinkle galloped a bit before the pain in her leg caused her to fall over into the grass.

Dusk gave her a look. He had made his point. "Told ya," he said.

"Ok, ok… I'll have Mom and Dad look at it…" Twinkle said, with a pout.

"Good to hear." Dusk said, then he noticed his sister's pouting. "Aw, don't worry sis, we can all play together next time ok? Promise."

"Pinkie Pie promise?" Purple and Twinkle both asked him expectedly, especially Purple due to the slightly deranged look in her eye.

Dusk sighed then started doing the motions. "Cross my heart and hope to fly, stick a cupcake in my eye," he said.

"You know I've always hated that song…" Crab said to the others. "Not that I'll ever tell her…"

"We'll I guess I'll… see you guys later…" Twinkle said with a bit of a pout as she began to walk off.

"Bye!" Purple Punch called out as she waved with a sad look on her face.

"Get well soon darling!" Charity added.

"We'll see you at the Celebration!" Meadow Breeze told her.

Then it hit Dusk. "Whoops! Look at the time! We best be making our way to Sweet Apple Acres," he said.

"Alright." Meadow nodded.

"As you wish." Charity added.

"Sounds good to me!" Crab Apple stated.

"Yay…" The twins said with very flat joy.

Purple bounced on ahead. "I'll race ya!" she cried as she lead the others way. Who follow her close behind. Unknown to them, as they walked off the same shadowy thing that tripped Twinkle slithered its way to her. The Princess herself was so busy pouting that she failed to notice it approaching her and when she finally did it was too late.

* * *

Later, the new Mane Seven were approaching Crab Apple's home; Sweet Apple Acres which still looked the same as it always did even after all these years, with its big red and purple barn and apple orchards as far as the eye could see.

"Well here we are, Sweet Apple Acres!" Dusk said.

"Ah, home sweet home!" Crab smiled.

"Great…" The twins said, sarcastically. They clearly did not seem happy about this.

"That's quite enough you two." Meadow Breeze scolded.

"Yes, honestly, where did you two learn your manners?" Charity added

"In a cloud." Thunder Storm stated.

"Surrounded by a bunch of daredevil flies from the…" Lightning Strike began before Charity cut her off.

"Rhetorical!" she said, raising a hoof.

"Ooh! Applely!" Purple Punch said in awe, whilst staring at all the apple trees which seemed to have doubled in twenty years.

"So where is are parents now Crab?" Meadow Breeze asked the farm pony.

"Well Ma said she'd be spending all day bucking apples but I don't see…" Crab Apple began before they all heard something.

"YEEEEEHAW!"

The duo jumped in surprise and looked in the direction of the voice. It was Crab's Mother Applejack who was running towards an apple tree. She skidded to a stop and gave a powerful kick to the tree's trunk with her hind legs. The apples in the trees shook and fell into multiple baskets set below the tree. The orange pony crossed her front hooves proudly.

"Hmm. Never mind." Crab Apple remarked as he walked over to her smiling. "Howdy, Ma!"

Applejack turned and smiled when she saw her son. "Well howdy there, son! Good to see ya!" she said as she and Crab nuzzled. Thunder and Lightning both point to their mouths with their hooves and made gagging noises.

"So, what brings y'all here?" Applejack asked the gang.

"We were just hoping if we could help you out with the food for the Summer Sun Celebration." Dusk Shine informed her.

"Aw, well that's mighty kind of ya, Dusk!" Applejack smiled. "Allow me to bring everypony else."

Applejack zipped over to a bell and rang it. "Soups on everypony!" she called out. Just then a now grown up Apple Bloom who now had an Apple shaped cutie mark with a very small flower on top, Applejack's husband Caramel, who now wore a black cowboy hat similar to his wife's and Crab Apple's younger sister Toffee Apple came rushing out.

Toffee Apple greatly resembled her Aunt Apple Bloom when she was younger, down to the pink bow and her blank flank. She had her mother's coat, freckles and eyes and her father's dark brown mane which was in the same style as her mother's.

"Howdy everypony!" Apple Bloom waved to the teen pony gang.

"Hi Miss Apple Bloom!" Everypony said back.

"Howdy Auntie Apple Bloom." Crab smiled, then he sees his younger sister Toffee approach and ruffled her mane a bit. "And you two little sis. Staying out of trouble!"

"Yes, big brother!" Toffee Apple nodded.

"You sure?" Crab asked, raising a brow. He didn't seem to believe it.

"Yes!" Toffee insisted, practically whining.

"Just making sure." Crab Apple told her giving a short hug. Dusk smiled at this and began to miss his own sister at that moment. "So where's Uncle Featherweight, Uncle McIntosh, Auntie Cheerilee and Smart Apple?"

The others all began to remember Smart Apple, son of Cheerilee and Big McIntosh, Crab's Aunt and Uncle. Smart Apple or 'Smarty' as some kids called him was young colt even more so then Dusk, he was in the same class as the others, but he was so quiet, they barely noticed he was there.

"Well they're a little busy at the moment, helping the town get ready and all and Featherweight's out taking pictures but he said he'd be back." Caramel explained.

"He'd better." Apple Bloom smiled. "I swear that husband of mine may be great photographer but he is _terrible_ at remembering special occasions, he can't even remember when it's his turn to do the dishes."

Crab and the others nodded understandingly, Smarty and his family did live in the town after all and not the farm like Crab and the others so they were often busy with town affairs.

"And the others promised to make it here and help us with the food in honor of your Great Granny Smith." Applejack assured him, gazing to the horizon a bit sadly. "Celestia rest her soul…"

Purple Punch then got very close to Applejack, the deranged look in her eye was back and she looked very serious. "Did they _Pinkie Promise_?" she asked, a bit accusingly.

Applejack chuckled amused, like mother like daughter. "Yes, sugercube, they _Pinkie Promised_," she assured her.

This soon brightened Purple right up. "Great! So there's nothing to worry about!" she chirped, as she bounced away.

"Oh would you let that whole 'Pinkie Promise' thing go already!?" Crab practically snapped at Purple, annoyed.

"Cool it, Crab." Dusk said, trying to ease his friend's temper.

"It's ok Dusk, the boy's got his Mom's temper." Caramel said. "But at least we know that the farm will be in good hooves someday, right son?"

Crab sighed a bit, doing a very good job keeping his true feelings about staying at the farm to himself. "Yeah… right," he mumbled.

"So… about those good samples?" Lightning Strike asked, expectedly.

"Way ahead of you!" Applejack nodded, she nodded to her family who all then zoom off and came back with all the food which they placed on a picnic table nearby.

"Let's see… we got Apple Fritter. Apple Bumpkin. Red Gala. Red Delicious Apples, Golden Delicious Apples, Caramel Apples, Apple Strudels, Apple Tarts, Baked Apples, Apple Brioches, Apple Cinnamon Crisps..." Applejack said, listing off the foods. "Not to mention the foods brought my Big McIntosh, Apple Bloom, Crab Apple and Toffee Apple of course."

Meadow Breeze looked over the foods. "Wow! These all look amazing!" she told Applejack.

"Why thank ya." Applejack nodded, thankfully. "Care to sample some?"

"Sorry we can't, we really gotta get going." Dusk said.

"Aren't ya gonna stay for brunch?" Toffee Apple asked, with big sad like eyes.

"Aw come on now ya'll, how can you kids say 'no' to that face?" Apple Bloom asked in a sweet tone.

"No." The twins said, bluntly.

Apple Bloom frowned at them. "Anypony _other_ then these two?" she asked.

"Sorry, but we gotta go." Dusk Shine said, almost impatiently. "We're kind of in a hurry here."

Applejack smiled and shook her head as she sighed. "You youngins… always in such a rush. Especially you Dusk," she stated. "You know I bet your Ma could teach you a thing or two about sitting still."

Dusk seemed to look a bit discouraged by this but managed to hide it. "Right… anyway, we gotta get going."

"Bye!" Purple Punch called out as she and the others began to leave.

"Later Ma! Later Pa! Later Auntie Apple Bloom! Oh and you two little sis!" Crab said as he waved at them.

"Bye, son!" Caramel told him, as he waved.

"See ya at the celebration sport!" Applejack added, waving also.

"And make sure ya'll bring your appetites! Right Toff?" Apple Bloom asked her niece till she saw what she was doing. "Toffee Apple don't you dare eat that pie, ya hear!?"

As the seven pony teens walked off toward their next destination, the same shadowy force slithered toward the Apples from behind. Caramel noticed a shadow looming over them all and when he turned to see what it was his eyes widened as he and the others were consumed by darkness.

* * *

A couple minutes later, all seven of them were walking, or in Purple's case _hopping_, down a pathway to their next destination.

"Well at least we know the food is all taken care of." Dusk stated.

"Yeah, great…" Crab mumbled.

"Something wrong, Crab?" Meadow asked him, sensing a great deal of depression in the Earth pony colt.

"Ah, it's nothing Meadow… it's just that I wish I were able to tell Ma and Pa what I _really_ want to do with my life." Crab admitted. "I mean I love our farm and everypony there… my dream is to one day set up a bakery at Appleloosa alongside my cousin Braeburn… now _that_ would be a sweet set up."

"Well Crab you do make some of the best foods in Ponyville so I don't see why you can't." Charity stated.

"I'll vouch for that!" Purple Punch added, licking her lips hungrily.

"Yeah, your cooking is the best man, why don't you tell them?" Thunder inquired, Lightning nodded in agreement.

'He's right, if you don't you'll never get to go there." Dusk added.

"I want to but… I just don't want to let them down…" Crab said, a bit depressed.

"Well that's just not fair!" Purple pouted.

"Indeed." Charity agreed.

"Yes _another_ example of our folks unintentionally trying to pass their legacies onto us." Lightning pointed out.

"Not to mention making it so hard to say 'no' to them." Thunder added.

"Oh come on you two, no need to be so pessimistic." Meadow Breeze told them.

"Oh really? Have you told _your_ Mom what you wanted to do with _your_ life yet?" Lightning questioned, with a raised eyebrow.

"Well… no… but it's only because she's so fragile and everything, she _needs_ someone to take care of all her animals," Meadow Breeze said. "If I said 'no', it would break her heart…"

Lightning nodded. "In half," she said as Thunder took an apple and put it on the ground.

"And crush her soul…" Meadow continued. After she said this Thunder crushed the apple under his hoof, making it a squishy mess.

"Like an apple." Lightning added. Crab glared at the two of them after this.

"Yeah… oh and speaking of your mother, there she is." Dusk informed her.

Meadow looked forward and indeed saw her mother hovering in front of a group of singing birds perched on the branches of a practically leafless tree. She was helping birds with their singing just like she does for every event. The gang listened to the beautiful and harmonious music and all looked impressed by how beautiful it was.

"La, la, la, la, la, la, la, la, la, la…" Fluttershy sang, which the birds echoed through their whistling.

"Wow, she's good!" Crab remarked.

"Well she is my mother after all." Meadow smiled, looking proud of her mother. Although she was hiding a certain amount of envy towards her. She then stepped forward. "Uh… hello, Mother."

Fluttershy and the birds stopped singing as they turned towards Meadow and the others.

"Oh hello Meadow Breeze!" Fluttershy said warmly as she floated down to nuzzle her daughter. "How have things been, sweetie?

"Alright, me, Dusk and the others were just checking on the music and it sounded beautiful Mother." Meadow Breeze told her.

"Aw, thank you honey!" Fluttershy cooed lovingly. "Your father loved it too."

"Where is he anyway?" Meadow questioned.

"Oh he's busy helping everypony prepare for the celebration, plus he was a really big help gathering up all our animal friends, even though he was a bit scared of some of them." Fluttershy said. "But he's still my big cuddly bun!"

"So is everything under control here? No one singing out of tune?" Dusk questioned.

"Yeah, anything we can do to help?" Thunder asked.

"Anything?" Lightning added.

"Oh I don't think so, I think we have everything under control here, kids." Fluttershy assured them.

"Oh… I see…" Meadow muttered. "Uh… Mother… I was wondering… if maybe I could tell you that…"

"Oh Meadow, I feel so relieved that you'll be taking care of all my animal friends one day when I am gone, they would be so lonely with no one to care for them…" Fluttershy mused as she nuzzled a baby bird in a nest nearby. "Now, what was it you were going to tell me?"

Seeing the hopeful and happy look on her mother's face was difficult for Meadow as she wanted to tell her mother that she was going to be a full time flouriest one day and not an animal caretaker as well but she couldn't bear the thought of letting her mother down, just like Crab, so she decided against.

"Uh… nothing… nothing at all," she muttered. The twins both did a facehoof in exasperation.

"Oh, ok then. I suppose I should let you kids get to it then." Fluttershy said.

"Yeah, we got two more stops to make." Dusk stated. "Thanks Ms. Fluttershy, keep up the good work."

"Bye!" Purple Punch said, happily as she bounced away along with the others.

"Such nice kids." Fluttershy mused, before turning to her birds. "Ok, everyone let's take it from the top, Ok? Ok. A-one, a-two, a-one two three-"

Fluttershy was immediately cut off when she shadow looming over her then she was also consumed by darkness, just like the others were.

* * *

Later, the seven of them were all walking down another path, this time towards most of them were looking pretty down on their selves. Especially the twins.

"Man, this is so messed up!" Thunder stated.

"I'll say, our parents just seem determined to rub their accomplishments in our faces and pass _their_ dreams onto us!" Lightning added.

"You don't mean that and I don't think _my_ mother was rubbing her achievements in my face…" Meadow Breeze.

"Well _ours_ does," The male pegasus said. "And we mean _all the time_."

"Really gets on our nerves sometimes." Lightning Strike told them.

"Speaking of which, where is your Mom? She's suppose to be clearing all these clouds away." Dusk pointed out, looking at all the clouds that were still in the sky.

"Guess she busy be super duper busy!" Purple Punch said.

"Or being lazy, as usual…" Charity pointed out.

"I heard she once cleared the skies in literally ten-seconds flat!" Crab said to everyone.

"Hey… I'll bet _we_ could do something like that!" Lightning told her twin brother.

"We can?" Thunder inquired, surprised.

"Yeah! We'll clear these skies just as Mom!" Lightning Strike declared.

"I don't know sis… we've never done anything like that before." Thunder Storm pointed out. "And I know our limitations better then you, we can't possibly go at the same speed as Mom yet."

"Well we won't know until we try!" Lightning stated firmly, before flying off. "Now come on!"

Thunder sighed as he began to fly up to join his sister. The other just stood on the ground and watched as the two Pegasi zipped and zoomed all over the sky kicking, flying through and blowing away all the clouds in the sky as fast as they could possibly go, in an attempt to prove that they are just as good as their mother.

"And wham!" Lightning exclaimed once she and her brother finished. They both landed on the ground in front of their friends. "See that? Ten. Seconds. Flat!"

"How many seconds was it anyway?" Thunder inquired.

Dusk checked the clock nearby. "Twelve," he responded.

"What!? Aw man…!" Lightning complained.

"Plus… that was only half." Meadow added, gesturing up to the sky. They looked up and saw that they had only cleared half the sky of the clouds. Both of the twins looked shocked and groaned loudly in exasperation.

"Told you we couldn't do it." Thunder told his twin.

"Oh shut up." Lightning grumbled, before two streaks flew right past them. One was dark blue and the other left a rainbow trail behind. The two blurs then began to zoom around and around and all over the sky and started to kick clouds faster than a blink. They quickly started disappearing and in just a few seconds they manage to clear the skies easily. The two of them landed on a bridge nearby. The twins recognized them immediately.

"Mom!? Dad!?" They both exclaimed. The others looked, it was indeed Rainbow Dash and Soarin, the co-leaders of the Wonderbolts.

"Hey son, hey Lightning!" Soarin waved. "Good to see you both!"

"Yeah, nice work on the clouds by the way." Rainbow added. "Although you might want to work on your speed and coordination next time just FYI. Well gotta dash, got more clouds to clear! Come on Soarin!"

Rainbow Dash then zipped off before any of them could say anything.

"Bye you two! Hey, see both you at the celebration tonight!" Soarin said to his kids before zooming off himself. The twins then floated back down to Earth looked dejected.

"You guys ok?" Dusk asked, concerned.

"Yeah, your faces are looking all frowny-downy." Purple Punch observed.

"We're fine it's just…" Lightning Strike began.

"Did you guys _see_ them just now?" Thunder asked. "We ain't ever gonna be like that… ever."

The speedster twins then begin to walk off, Dusk attempts to call out to them but Charity stops him and shakes her head, knowing that they weren't ready to talk about it just yet.

* * *

Later, the seven of them arrived inside where the Summer Sun Celebration would be held in order to help out with the directions in any way they could.

"Ok, last thing on the list; decorations." Dusk said. "Now let's see what we can do to help out."

"I don't think that'll be necessary partner." Crab informed him.

"Why's that?" Dusk inquired. The others gestured to in front of them and Dusk was stunned by how well decorated the town hall was. There were streamers, ribbons and glittery, complicated and elaborate decorations decorations all over the place. Many colorful banners were hung everywhere, and bouquets of flowers were placed on the walls. "Whoa… beautiful…"

"Yes it is…" Meadow agreed. "And look whose here."

The others looked forward and were surprised to see the ponies known as Rarity and Pinkie Pie AKA Charity and Purple Punch's mothers. Rarity was trying to decide which ribbon to use while Pinkie zoomed all over the play using the scrubbers on her hooves.

"No, no, no, oh _good__ness_ no!" The white unicorn muttered. Several sparkling ribbons of different colors floated by her, and she was apparently trying to decide on a color.

"Wheeee!" Pinkie Pie cheered as she rode the scrubbers all over the room with absolute glee.

"Mother?" Charity breathed. It is then that Rarity and Pinkie noticed them.

"Oh hello Sweetie! Children." Rarity said, warmly while acknowledging the others as well as her daughter.

"Purple!" Pinkie squealed.

"Mommy!" Purple squealed also as she and her mother hugging.

"Oh how's my little bundle of joy doing?" Pinkie Pie cooed.

"Super-duper Mommy!" Purple responded "Where's Daddy?"

"Oh still sending invitations, along with Charity's daddy Fancy Pants, you know what he's like around big events like this!" Pinkie Pie reminded her.

"You know it!" Purple Punch said, as she and her mother nuzzled. Both Thunder and Lightning looked close to gagging.

"And _that_ is why she's the youngest out of all of us." Lightning stated. Thunder nodded in agreement.

"So, what brings you children here?" Rarity asked.

"Uh… well mother, we kind of hoping that…" Charity began.

"We could help with the decorating…" Dusk finished.

"Oh no need children." Rarity assured them.

"Yeah, we've got everything under control!" Pinkie Pie said, quickly as she zoomed past them.

"Isn't there _anything_ I can help you with, Miss Rarity?" Dusk asked.

"Anything?" Thunder added.

"That's quite alright, darling." Rarity stated as she continued to get back to work.

"Pony power! Weehee!" Pinkie Pie cheered. All seven of the kids sighed and walked out of the room feeling dejected. After they left the room suddenly dimmed, as if somepony had turned off the lights. Rarity quickly noticed this.

"Huh? Pinkie Pie darling, could you be a dear and turn on the lights?" Rarity asked her.

"I didn't turn off the lights." Pinkie Pie said, popping up next to her.

"Then who…" Rarity began before some kind of darkness consumed her and Pinkie Pie in a flash.

* * *

Later, it was almost time for the summer sun celebration to begin and all seven of the Mane Six's children were sulking around near the fountain looking really down on themselves.

"Man… this stinks…" Lightning griped.

"I'll say… blown away by our own parents? That has got to be an all time low…" Thunder stated.

"Guys come on, we're a great team!" Dusk told them, trying to raise their spirits. "So what if our parents are better at what they do best then us? Those are _their_ talents, it's just natural for them to be good those things."

"Yeah, but everypony wants us to be just as good as they are." Lightning reminded him.

"Not to mention they pretty much want _us_ to take their place one day." Crab added. "Heck, they won't even listen to what _we_ want to do, it's always _their_ way!"

"They do make it pretty hard…" Meadow agreed.

"I for one cannot imagine me making just as good a dresses as my dear mother." Charity said. "And even if I try and succeed her reputation will _still _outshine mine…"

"Yeah, let's face it, my Mommy is the _Queen _of parties…" Purple said loudly before her hair became flat as she then spoke with a sad tone. "And I'm just the court jester who can never measure up…"

"Well I for one don't want to spend my life in their shadows any longer or be near them for that matter." Lightning declared.

"Yeah, let's just leave and let them bask in the glory." Thunder agreed as he, his sister and the others began to walk away.

"Guys come on! We have to be there we gave them our word!" Dusk reminded.

"We didn't Pinkie Promise them…" Purple stated.

"Besides, what could need _us_ for? They're the heroes, what can't they handle?" Crab questioned as he and the others continued forward. Dusk just sighed sadly, it seemed that part of him agreed with the others. Then just when he was about to move he felt a presence zoom by above him. He turned and saw nothing in sky or around them. Then he looked toward Town Hall and his eyes narrowed.

* * *

Meanwhile, at that very moment inside Town Hall all the ponies of Ponyville, including Doctor Whooves and Derpy, who appeared to be married as well, were gathered inside to await their beloved Princess' arrival so that the raising of the sun could finally begin. Though strangely Pinkie Pie, Fluttershy, Rarity, Rainbow Dash and Applejack were nowhere to be seen, which caught the attention of many of the townspeople.

"Where are they?"

"I don't know?"

"Maybe their hiding?"

As they talked a now grown up Sweetie Belle was talking to her husband Buttons Mash, a now grown up Scootaloo plus her husband Rumble. They also had their Cutie Marks just like Apple Bloom. Sweetie Belle's was a heart with a musical note on it, Buttons was a game console, Rumble was a little twister and Scootaloo's was a flaming eight ball.

"And you sure you haven't seen Rarity, Fluttershy or any of the others anywhere?" Sweetie Belle asked her. "Even Apple Bloom?"

Scootaloo just shook her head.

"Ok… I guess we'll have to proceed _without_ Fluttershy's bird chorus this time…" Sweetie Belle said as she walked over to address the town's people. "Ahem, Fillies and gentlecolts, as the new mayor of Ponyville, it is my great pleasure to announce the beginning of the Summer Sun Celebration!"

The ponies all began cheering and stomping their hooves in applause, while something very sinister slithers through the crowd.

"In just a few moments, our town will witness the magic of the sunrise one more! And now, it is my great honor to introduce to you the ruler's of our land, the very ponies who gives us the sun and the moon each and every day and teach us the importance of friendship itself, the good, the wise, the bringers of harmony to all of Equestria..." Sweetie Belle began, pausing for dramatic effect. "Princess Celestia, Princess Luna and Princess Twilight Sparkle!"

The spotlight then shined toward the spot where Celestia, Luna and Twilight would appear but to everypony's surprise they were gone.

"Huh?" Sweetie Belle said shocked.

"They're gone!"

The crowd then began chattering quietly and nervously all over the place.

"Uh… just stay calm, everypony, there's no reason to panic!" Sweetie Belle said, trying to calm the crowd down.

"Oh, but there is."

The crowd gasped in surprise as soon as they heard the booming voice that sounded oddly familiar.

"What? Who are you? _Where_ are you?" Sweetie Belle inquired, nervously.

"Where am I you ask?"

All the shadows in the room suddenly began to slither away from each of their owners, living or otherwise and crawl toward the center of the room where they all began to take the form of a dark figure that seemed to resemble a pony in a way. Everypony stared at it nervously as it bares its glowing yellow eyes.

"I'm _EVERYWHERE!"_

As the shadowy pony cackled, a giant black dome surrounded him and quickly expanded. It didn't take long before the dome began to consume each of the ponies one by one. They all screamed as they were consumed by the darkness and Sweetie Belle's eyes widen with fear as the darkness also consumed her as well…

* * *

Outside, the Town Hall the very top of the establishment was then blown right off as a large amount of what appeared to be dark energy spewed from the top like a geyser, catching the attention of the Mane Six's children, who just happened to be nearby.

"What in tarnation!?" Crab Apple exclaimed. Then the sky slowly became coated in this dark energy, making it even more dark then it already was before.

"The sky… it's so dark!" Charity proclaimed.

"I can't even see the moon!" Thunder Storm pointed out.

"Me neither!" Lightning Strike added.

"This isn't your average everyday darkness everypony… this is… _advanced darkness_." Purple Punch stated, in a scared tone.

"Oh boy… this _can't _be good…" Dusk Shine said.

"And you would be right."

Everypony gasped after this.

"What? Who's there?" Crab demanded.

They all turned and saw somepony standing at the top of what remained of Town Hall. To them it seemed to be somepony made out of shadows and she seemed to resemble Princess Luna in a way but had the same coat, eye and mane color as Nightmare Moon.

"Hello, my beloved subjects," she said.

"Uh… do we know you?" Thunder asked.

"No. But I know who all of you are," she said. "Duck Shine. Crab Apple. Thunder Storm. Lightning Strike. Meadow Breeze. Charity and Purple Punch."

"That's me!" Purple Punch herself cried, jumping into the air before Charity lowered her down.

"And you are?" Charity questioned.

"I am what you call… a Shadow Pony, or… The Pony of Shadows!" The figure said dramatically.

"Well that's a very specific title you have…" Charity remarked.

"Hey… my Ma told me stories like that!" Crab Apple realized. "She said that the Pony of Shadows was the embodiment of all the dark magic left behind by Nightmare Moon before she was sealed!"

"Indeed I am, and after waiting so long for my power to grow and now that it has reached its peak I have more than enough power to succeed where the previous Nightmare Moon failed!" The Pony of Shadows exclaimed.

Fear began to appear on Dusk's face but he still stood strong. "My Mom and her friends! Our parents! They'll stop you!" he told her.

"Oh I don't think so…" she said. "See I've already taken care of them, as well as all the other members of your family, including everypony in Ponyville and your beloved Princess'!"

"What did you do with our parents?!" Lightning Strike demanded angrily

"Oh them? I just tucked him away where I can keep an eye on all of them. Maybe torture them a little when I'm feeling blue." The Pony of Shadows sneered.

"Where are they? Where are they!?" Dusk Shine exclaimed, angrily.

"It doesn't really matter _fool_, you seven are _nothing_ compared to your parents," she stated.

"Well actually I'm a pretty good dancer and…" Purple Punch began.

"NOTHING!" The shadow pony shrieked, stunning them. "And now with them out of the way, from this moment on… the night… will last… _forever_!"

"Uh… are you it's a 'forever' because it could be just another couple thousand…" Purple Punch started to say.

"FOREVER!" The Pony of Shadows screamed again.

"Look who's _always_ gotta be right…" Thunder muttered to Lightning, who nodded in agreement.

As the Pony of Shadows then began to cackle evilly and maliciously so a storm began to appear around the town, with flashes of lightning and booming thunder all around and all the seven young ponies could do was stand and stare in disbelief, shock and horror at the frightening scene, completely powerless against the wrath of as the Shadow Pony while chaos around them continued to spread.

_To be continued…_


	2. The Next Generation Part 2

**My Little Pony: The New Generation**

**Episode 2: The New Generation Part 2**

**Recap:** Last time on My Little Pony, the children of Twilight Sparkle and Flash Sentry, Pinkie Pie and Cheese Sandwich, Applejack and Caramel, Fluttershy and Bulk Biceps, Rarity and Fancy Pants and Rainbow Dash and Soarin struggle to try to break free from their parents shadows and establish their own identities and dreams but getting out of their famous parent's shadow's proves to be more difficult than they thought. Then one by one everypony in Ponyville, including their families and Celestia and Luna were taken by a shadow pony called the Pony of Shadows who wishes to succeed where Nightmare Moon failed by bringing about everlasting night and only the Mane Seven cans stop her.

Dusk and his friends all stood helplessly as darkness practically swallowed up their hometown, thanks to the scheming of the Pony of Shadows who still resembled Princess Luna greatly, which made sense considering she was a part of her. A dark part at that.

It was hard to believe that not too long ago that they were griping about how they would never be able to surpass their parents and now their parents as well as their siblings, friends and fellow townsfolk were being held captive by his mare of terror who continued to laugh manically at them all.

"Boy… this chick is _nuts_!" Thunder Storm stated.

"That's a bit of understatement." Charity remarked, flatly.

Eventually Lightning Strike had enough. "That's it! Let's get her!" she declared as she zoomed toward the shadow pony.

"Sis, come back!" Thunder called out as he flew after her.

"Guys! Hey, wait!" Dusk cried, as they both flew towards The Pony of Shadows.

"Go away you _fools_!" The Pony of Shadows exclaimed as her eyes and horn glowed with a midnight blue glow before a pulse wave of magical energy sent both of the Pegasi flying back as well all the others. They all hit the ground pretty hard. "And _this_ is why you will _never_ surpass your beloved parents, after all what can mere _children_ do that the ones who previously used the elements of harmony _can't_!"

The Pony of Shadows laughed again as she floated over all of them. Dusk struggled to get back up but successfully does so. He then tried to go after and stop the shadow pony, but he quickly ended up being thrown back by yet another magical pulse.

"Pathetic," she spat before turning into an actual shadow and slithering away. Crab then got up and tried to follow her.

"Hey! You get back here you thieving varmint!" he called out, but he was too late as she was already gone. "Dang nabbit! Got away…"

At that moment the others slowly got up as well, still throbbing in pain after being hit by that pulse so hard.

"Well… it could be worse, right?" Purple asked, hopefully. Everypony then gave her a stern look. "What? Like my Mommy always said; a little optimism in a situation never hurts!"

"Guys? I hate to be the bearer of bad news but…" Meadow Breeze began before gesturing to the Town Hall where the darkness first spewed out of. Waves of energy began to emit from it and suddenly everything in Ponyville was turned into a dim, twisted, blighted nightmare metropolis under a black and clouded sky with no moon and no sun whatsoever.

"Oh how ghastly…" Charity remarked.

"Cool…" Thunder admitted. Everypony then glared at him. "Sorry…"

"Well so much for optimism…" Dusk stated.

"So… let me get this all straight in my head… after failing to help out in decorating and allowing our parents to be captured, now we're forced to live in a world where an evil shadow pony rules and we drool because we're powerless to do anything?" Purple Punch asked, a bit incredulously.

"Pretty much… yeah." Meadow nodded in confirmation.

"Well go team…" Crab Apple said, sourly.

"I can't believe it… night-time? Forever?" Lightning Strike asked, in shock.

"Could be worse." Thunder shrugged.

"You do realize that without the sun absolutely nothing can grow and we'll all be living in fear until the day we all… expire, which may be very soon considering we need the sun to live!" Charity proclaimed.

"Ok… starting to see why we care." Thunder Storm said, slowly.

"Look. It doesn't matter how we got into this mess. We're in it, and we will get out of it-together." Dusk told everypony.

"Ha! _How?_ You heard the scary lady; we can't hold a candle to our parents!" Lightning stated, firmly. "_They_ are the only who can stop her but that she's captured them and everypony we know they _can't!"_

"She's got a point partner, the chances of us succeeding are pretty slim." Crab added.

"Also in terms of a _plan_ we haven't got… what's the right word?" Charity wondered.

"Squat?" Purple Punch suggested.

"Yes. That's it. Squat. We have squat. And by the way, when I say squat, I mean _diddly-squat. I wish_ we had squat." Charity admitted.

"I like squat… and squash! Funny how those names sound so similar huh?" Purple remarked.

"Yes… funny." Meadow said thoughtlessly.

"So what are we suppose to do then?" Dusk demanded.

"Easy, we go home…" Lightning stated, as she began to walk off, but Dusk used his own magic to pull her back.

"We can't just run! Our folks need our help!" Dusk exclaimed.

"They sure didn't need our help earlier today, did they?" Thunder pointed out.

"Well uh…" Dusk Shine began to say, trying to figure out the right words.

"Come on Dusk, what can _we_ do about it?" Meadow questioned, sadly. "You saw her back there, she just tossed us back like we were nothing."

"Look, there is more going on here than meets the eye. Just like in those old Daring Do books we all used to her We can't turn our backs on them!" Dusk said, firmly.

"They've never need our help, partner." Crab said. "Plus they want _us_ to do want _they_ did when they were kids and never asked us what _we_ want to do and you know why it's so hard? Because their reputations are the size of skyscrapers for crying out loud and with good reason!"

"Yeah… our Mommies never needed us in the first place…" Purple Punch pouted.

"Come on, we should be home." Thunder told everypony.

"Yeah, y'all enjoy the things you love with the time we've got left." Crab added. Everypony then began to leave with dejected looks on their faces until Dusk suddenly disappeared and then reappeared in front of them all, making them jump.

"Look, it's fine to look up to a parent, but we've _all_ put them up so high up on a pedestal, that we can't even see our own worth anymore!" Dusk exclaimed to them. "They're all trapped in the darkness, and we're here, still fighting, still friends and I wouldn't be the pony my parents raised me to be if I didn't go after that shadow freak right here and now! And neither would any of you!"

"But what do you expect us to do? We told you; we can't compete with that kind of power." Crab said.

"Yes, we _can_. And we have to. We can't hide Crab. If we don't stand up to the shadow pony, who will? If we don't protect the citizens of Ponyville, who will? We have to make a stand. The longer we wait the more powerful The Pony of Shadows becomes. And it's only a matter of time before all of Equestria looks like this. Unless we stop her. We owe it to our parents. We're all that's left of their legacy." Dusk Shine said. "Now, you all remember the stories of how our parents beat Nightmare Moon before, right?"

"Yeah, with the Elements of Harmony!" Purple Punch chirped.

"Which are now in the Everfree Forest and sealed within the 'Tree of Harmony', as I've told." Charity added.

"What are you thinking Dusk?" Meadow Breeze asked.

"I'm thinking if they can beat Nightmare Moon, Discord and all those other guys they can destroy what's left of Nightmare Moon's dark magic once and for all!" Dusk Shine declared.

"But how are we suppose to get them?" Charity questioned.

"Easy; we go in to the Everfree forest, find the Tree of Harmony, get the Elements and prove we're worthy enough to wield them, what do you think?"

"I think that's the most words you've ever said in a row!" Lightning Strike remarked.

"Ok, remember when I called that shadow freak nuts? You got her beat." Thunder Storm told his friend.

"I know we can do this! But we have to do it _together!_" Dusk stated.

"But how do you know these Elements will be enough to stop her, partner?" Crab questioned.

"I don't know, but I know they're the best chance we have of saving Equestria!" Dusk stated. "So, are you all with me or not?"

Everyone looked a bit uncertain at the moment but eventually Dusk's inspiring words finally began to sink in and then each other them all smile and nodded in agreement. Purple Punch's face also curved up into the mischievous smile. Dusk smiled at this as well.

"Come on. We got a town to save." The young prince said, as he lead the others away. As they made their way to the forest the Shadow Pony watched them all closely from a top of a large and gruesome looking toward. Her eyes narrowed at them.

* * *

Then before along, The Mane Seven were all standing at the entrance to the scary looking Everfree Forest, which hasn't seemed to have changed even after all those years. They had all gathered a couple of things and put them in their saddle bags and hoped they would come in handy sooner than later.

"Well… here it is." Dusk said.

"The Everfree Forest…" The others all said in unison.

"Where ponies go in…" Thunder began.

"But they never come out! Ooh…" Lightning Strike finished in a spooky tone which freaked Purple Punch out a bit, however Meadow Breeze was completely unfazed.

"Would you two grow up already?" Crab told the twins. "I mean it's not like this is first time any of us have ever been in this forest."

"Yes, why we always picked berries and herbs for Miss Zecora even since we little." Charity added.

"Yeah… but we've never gone too far into the forest before and the Tree thingy is like super far!" Purple proclaimed.

"Not to mention all the dangerous creatures still lurking in there." Thunder stated.

"You know I was suggested to Mom that if we created a big enough storm we could wipe all this whole forest AND the monsters living in there off the map!" Lightning said. "Although she thought I was joking…"

"Well I'm not afraid of _anything_ in there." Fluttershy said, firmly. "Unlike my Mom who is… pretty much scared of everything."

"Good to know, so… so wants to take the lead inside?" Dusk questioned.

"I believe we decided we'd take shifts going into the forest first long ago, just in case something were to happen." Charity pointed out.

"So who has to see if it's dangerous _this time?_" Thunder wondered.

"It's his royal highness' turn!" Lightning stated, gesturing to Dusk with a smug look on her face.

Dusk frowned at Lightning. "You know, sometimes I really don't like you," he told her as he quickly took the lead into the forest with everypony else following him closely. Unknown to them, the Pony of Shadow's shadow slithered after them.

* * *

The seven of them slowly made their way through the dense and creepy looking forest and only Purple Punch, Charity and Thunder looked scared for their lives while the rest just trotted on ahead. Eventually the three of them hear a noise and immediately freak out, causing them to jump onto the nearest pony for safety.

"Hey! Get off me Purple!" Crab complained.

"Yeah, it was just the wind bro!" Lightning added.

Charity shook in fear as she held onto one of the other tightly, then she notices that it is Dusk blushing furiously and backs away.

"Oh dear! Apologies for that!" Charity said, embarrassed.

"No problem…" Dusk said stunned.

"Ugh, would y'all stop acting like my Aunt Apple Bloom's dog already!?" Crab Apple complained.

"Knowing your Aunt Apple Bloom she and her dog Winona Jr. would have both probably turned tail and left by now!" Thunder proclaimed.

Purple Punch nodded in agreement. "Yeah, all the way to sweet, sweet home…"

"That is true but…" Crab started to say.

Meadow Breeze sighed. "Honestly, I don't get why everypony is so afraid of this place. It's just a forest," she said.

"A _creepy_ forest…" Charity added, still afraid.

"And the other ponies all say that it doesn't work the same way as Equestria…" Crab Apple stated. "The plants grow…"

"Animals care for themselves…" Purple Punch added.

"And the clouds move… all on their own!" Thunder exclaimed. Charity fainted immediately after this.

"So? That's not exactly _scary_. A bit odd, yes, but not scary." Dusk stated.

"If you say so…" Thunder said, unconvinced.

"So… what exactly is the plan when we manage to get the elements anyway?" Crab wondered.

"Yeah, I heard that only our _mommies_ could wield them." Purple added.

"So did Princess Celestia and Luna, and the reason our Mom's got to wield them was because they proved themselves worthy by showing their element's trait if they were able to do it we should be able to do it to." Dusk reasoned.

"But there's no guarantee you know." Thunder reminded.

"It's sink or swim Thunder, if this doesn't work then we're all doomed anyway." Dusk stated.

"All I know is that we've wandered around here for who knows how long and what have we found?" Lightning asked, frustrated before turning to the others. "A lot of nothing!"

Just then something big and scary looking woke up and opened its eyes, the others looked up as the creature rose up and judging by the look on Lightning's face she quickly figured out why everypony else was so scared.

"There's something really bad behind me isn't there?" she inquired. As the creature loomed over her and prepared to attack.

"Lightning look out!" Dusk cried. Lightning quickly zipped out-of-the-way as a crocodile like creature called a Cragadile emerged from the shadows. It seemed to resemble a crocodile in many ways but is twice its size and it's hide was covered with rocks and rock spirals.

"A cragadile? This thing shouldn't be this far away from the waters…" Dusk said.

"Tell _him_ that!" Crab Apple exclaimed.

"What do we do?" Meadow Breeze asked Dusk.

"Ooh! Maybe we can ask it if it wants to be friends!" Purple Punch suggested.

"Purple…" Crab growled.

"What? You don't like it?" Purple inquired, innocently.

Crab then found it very hard to tell her the truth about how to he felt and stuttered. "Well I…" he began.

"We need to find a way to restrain it and fast!" Dusk Shine stated, as they all ducked when it swung its tail at them and backed away as it approached them.

"Yeah and how are we gonna do it while it's eyeing us like its next meal!?" Thunder proclaimed.

"I'll distract it!" Crab told them. "Ya'll just get those vines!"

"But Crab…" Meadow began before Crab Apple stepped forward.

"Hey! Big guy! Bring it on!" The Earth Pony cried as he began to lure the cragadile away. "Go!"

"Ok… be careful Crab!" Dusk told his friend as he and the others quickly ran off to find some vines. The Purple Punch began to follow Crab.

"Wait for me!" she cried.

"Purple Punch, come back!" Charity called out.

Elsewhere, Crab was leading the Cragadile closer towards the more narrow part of the forest. He turned to it.

"Come and get me ya big galoot!" he cried. The Cragadile roared and snapped its jaws at him in response while he continued to lure it toward two narrow trees behind him. "Just a little closer…"

Then from out of nowhere Purple Punch popped up.

"Hi Crabby!" she said, cheerfully.

Crab screamed in response. "Purple! What are you doing here!? Get out of here!"

"Why? Don't you want me around?" Purple Punch asked.

Once again Crab was unable to tell her the truth, what with her staring at him with such innocent eyes. "Uh…" he began, before the roaring of the cragadile brought him back to reality. "Quick! Get behind these trees, its too narrow for him to get through!"

"Ok!" Purple said as she followed Crab behind the trees. The cragadile attempts to walk up to them and snap their heads off but because of the narrow trees it's neck was stuck in-between them. The creature struggled to free itself.

"That oughtta hold the varmint!" Crab Apple stated.

"Super duper!" Purple Punch smiled, then she remembered something. "Hey, you didn't answer my question!"

"Not now Purple…" Crab told her slowly as the cragadile continued to struggle.

"Don't you like having me around?" Purple asked.

"Really not the best time…" Crab said in a really strained tone as sweat dripped from his forehead. It seemed as if the pressure of keeping his feeling bottled up and the that cragadile appeared to be close to breaking through the trees was getting to him

"TELL ME!" Purple Punch shrieked, which hurt both Crab's and the cragadile ears.

"Alright! Alright! I'll tell you the _honest truth_!" Crab exclaimed, still rubbing his ears. "Look, I like ya Purple, I do but the truth is… you can be _really_ annoying at times, and I mainly _majorly_ irritating _that's_ what makes it so hard to be around you! And I didn't tell you because I didn't want to hurt your feelings… and I'm sorry."

Purple let that sink in a bit before she smiled. "Well why didn't you _say_ so, silly?" she asked.

"Huh?" Crab inquired, very surprised.

"I can _handle_ criticism Crab! I mean what do you think I am? Some kind of overly sensitive _loser_ or something?" Purple questioned, amused.

"Well loser is kind of a _strong_ word but… ah whatever, I'm just glad to get that off my chest." Crab Apple said. "And I'm sorry… for everything… promise to never keep a secret like that from ya again, ya hear?"

Purple saluted him. "Loud and clear trusted farmer companion!" she declared. "And apology accepted!"

Both the pony teens chuckled before the cragadile roared at them, interrupting them. It manages to use its fore legs to push down the trees that were blocking it and in doing so it gets closer to the two teen ponies, who scream in fear before a vine was suddenly wrapped around its muzzle.

"Hey, ugly!"

The cragadile turned and saw Dusk and the others stand behind it with vine ropes in their mouths.

"Where you think _you're_ going on?" Dusk smirked. The twins then grabbed their vines and flew around and around the beast until the cragadile was completely wrapped in vines, so much so that it couldn't move.

"Yeah, why don't you stick around for a while?" Thunder added.

"Good one!" Lightning remarked as she and her brother high hoofed. The others then rushed over to Crab and Purple.

"Good heavens, are you both ok?" Charity asked, worried.

"Is anypony injured?" Meadow added.

"Nah, we're fine ya'll!" Crab assured them. "Right Purple Punch?"

"Yep! Super duper!" Purple nodded.

"We're just getting to know each other, that's all." Crab stated.

"Well now that _that's_ done, we can move on, time is running out." Dusk told everypony as they begin to head out once more. "Before something else gets thrown at us…"

"I agree…" Meadow nodded. Then she suddenly a heard a rustling sound from the bushes up ahead.

"Did you hear that?" she asked. Everypony stopped and turned to her.

"Uh… no." Thunder replied.

"Don't worry Meadow, this forest tends to play tricks on you, don't let it get to you." Dusk assured her.

"Yeah, your right…" Meadow Breeze said, although she didn't look too sure.

"Um… excuse me Dusk? Do you pray tell even know where the Tree of Harmony _is_?" Charity questioned.

"Yeah partner, do you know where you're going?" Crab added.

"It's a big with most powerful magical elements in Equestria in it, it shouldn't be that hard to find." Dusk stated. "Plus Mom told me a bit about how she and the rest of our Moms gave them up… although she was a bit vague on where it was admittedly…"

"So we're lost. Great." Lightning grumbled "What else could go wrong?"

"Well… at least there are a lot of pretty flowers in the forest." Meadow Breeze said, trying to ease the situation. "Look!"

Everypony turns and sees a bunch of beautiful looking flowers in the distance but before anypony could say anything about them something jumps out of the bushes and lands on top of them.

Everypony gasped, startled and so did the unknown creature. Dusk looked closely and saw that the 'creature' was actually a little baby dragon that appeared to be female.

She had dark green eyes with visible eye lashes, dark green spines and orange scales with a yellowish-gray underbelly and green 'ears'. She kind of looked like how Spike did twenty-ears ago. She seemed to be shaking in fear of them.

"Is that… a _dragon?_" Dusk asked out loud.

"I do believe so…" Charity nodded.

"But what's one doing out here?" Crab wondered.

"I don't know." Purple shrugged.

"I don't think he was asking _you_." Lightning told her.

"Oh, right." Purple Punch said.

"Uh… excuse me? You… got a name?" Dusk asked.

"S-Spines… my name is spines…" The girl dragon replied. "W-Who are all of you?"

"I'm Prince Dusk Shine, these are my friends; Charity, Purple Punch, Crab Apple, Thunder Storm, Lightning Strike and Meadow…" Dusk began before he saw Meadow's angry face. "…Breeze."

Everypony flinched in fear when they see Meadow's eyes turn red again as she stared at the plant Spines had just destroyed accidentally.

"Uh oh… she looks mad!" Purple whispered to the others, fearfully. The others all nod in agreement.

Meadow growled angrily. "Why you…" she began as she began to walk towards Spines, threateningly.

"Huh?" Spike asked before she notices the flowers she crushed. "Oh! I'm sorry! I didn't mean to! I didn't mean to I swear!"

Meadow continued to make her way towards a now scared looking Spines before Dusk then got in front of her.

"Whoa, whoa, whoa! Easy Meadow! Listen to me! I know your mad about those plants getting destroyed but look at Spines! Your scaring her!" Dusk proclaimed, gesturing to the little dragon was sitting on the ground petrified in fear. "While I am not fully sure but I think she's been through a lot in this forest and scaring her is only making it worse! Now what was it your Mom always said to do?"

Meadow then began to think once Dusk mentioned her mother. "She said… Sometimes we all just need to be shown a little_ kindness…_"

"Exactly! And right now _she_ needs to be shown some kindness, not anger, ok?" Dusk told her.

Meadow then began to take deep breaths as she slowly calmed down, her eyes then reverted to normal fairly quickly.

"Whew! That was close!" Lightning stated, revealed.

"I'll say!" Thunder agreed. "She may be a bit annoying but she is _scary_ when she's mad!"

The others all nod in agreement. They all clearly have had nasty encounters with Meadow's anger in the past and not one of them wanted to repeat that mistake again.

Meadow then approached Spines in a more calm way. "Hi, I'm Meadow Breeze. I apologize for my anger, sometimes I tend to lose control… are you alright?" Meadow asked, kindly as she held out a hoof towards Spines who flinched in response.

"Uh… are we sure she's a dragon?" Lightning questioned.

"Whoa! Easy there, friend! Everything's gonna be fine now!" Dusk assured the dragon.

Spines seemed to look very surprised by what Dusk said. "Friend?" she echoed.

"That's right. Dusk here is your friend. I'm your friend too." Meadow Breeze stated as she held out her hoof again, which Spines took as she lifted herself up.

"Sorry… I'm just not used to… strangers out here." Spines stated.

"You _live_ in this place?" Thunder asked, in shock.

"Yeah… my entire life, actually." Spine confirmed. "I've never really stepped foot outside it, either."

"That's pretty obvious…" Lightning said, flatly making Crab nudge in her response.

"So… what happened to your parents? If you don't mind me asking." Dusk said.

"They… raised me… for about a week… then they took off." Spines shrugged. "Never knew why."

"Good heavens! You poor thing!" Charity exclaimed, sympathetically.

"Yeah… I've been taking care of myself for all this time." Spines said. "It's not much of a life… but it is one."

As everypony stared at Spines sympathetically something hit Dusk. "Say… you know the Everfree Forest pretty well right?"

"Yeah. Like I said, I was raised here. I know it like the back of my claw. Why?" Spines inquired.

"I'll tell ya why, we need to find the Tree of Harmony to get the elements." Crab replied.

"You know what and where that is?" The alicorn prince questioned.

"Big tree? Very shiny? Has six gems embedded in it?" Spines asked, a bit dryly.

"That's the one!" Purple confirmed.

"Then yeah, I know where it is." Spines nodded. Everypony smiled at this.

"Can you take us there?" Dusk Shine asked.

"Why? Why do you want to find the tree anyway?" Spines questioned, a bit confused.

"To save our parents." Thunder told her. "They've been captured by this scary shadow pony…"

"Oh yeah… her… I've heard her in the shadows… she's scary." Spines stated, fearfully.

"True, but once we get the elements of harmony we'll show that ruffian what for!" Charity declared.

"Why would you even challenge someone as powerful as her? Aren't you scared?" Spines inquired.

"Just a small bit, but facing scary things is what heroes do." Dusk told her.

"Heroes?" Spines echoed once again.

"Yeah, and you can be one to if you help us!" Purple Punch said to her, as she got in her personal space, which freaked her out a bit.

After regaining her composure she sighed and got a determined look on her face. "Ok." The dragon said. "Follow me."

Once the female dragon began to lead the seven teenage ponies in the different direction in the forest, a familiar shadow began to follow them.

* * *

As the eight of them continued to walk through the dense jungle and past the scary looking trees with frightening expressions on them, Spines continued to flinch and jump at everything that moved.

"Are we _sure_ that it was a good idea?" Thunder questioned. "Maybe we should have left her where she was. She'd be safer."

"She needs a _friend_." Dusk stated, firmly. "From what I can deduce she's never had one until now."

"That's right… or loving parents such as yours, at least I assume their loving given your motivation to find them." Spines said.

"They are." Meadow nodded. "Course we've been kind of living in their shadows for a while now…"

"Unlike you, whose lived without parents all this time." Crab Apple stated, directly.

"Living with no parents, now _that_ is a dream come true." Lightning remarked.

"More like a nightmare. Unlike you, I will probably never know what the love of a parent is like. To have someone who protects and loves you… I consider that lucky." Spines told her. "Your parents are your... what you call _friends_, not your enemies. Appreciate what you have."

These words seem to strike a certain cord in Lightning as she looked toward her twin brother and smiled fondly at him, which he returned.

"I do." Lightning nodded.

"Good, now we can…" Spines began before she sees a particularly scary face that makes her yelp and hide behind the others.

"Spines! What are ya doing!?" Thunder exclaimed.

"Hiding!" Spines told him.

"From what? It's just a stupid tree!" Crab Apple pointed out.

"To you." Spines stated. Everyone gives her a look. "Sorry… even if you grow up in here… things can still give you the creeps sometimes… I'm still not used to any of it."

"Aw, come on Spiney! Don't be so down!" Purple Punch told her, invading her personal space again. "You got to laugh at your fears!"

"Laugh at my fears?" Spines questioned, surprised.

"Don't question it, it's just how she rolls." Thunder stated, as Purple rolled past them while making funny noises. "See?"

"Come on! Just think about how silly your problems are! That's what my Mommy always told me… and admittedly something I should have done instead of moping around like a saddy-waddy pants…" Purple admitted sadly, before she quickly changed her tune to a more happy one. "But that doesn't matter and it's pretty funny when I think about it!"

Purple Punch then started laughing out loud. "See?" she said before she continued to laugh. "Come on, just try it!"

As Purple continued to practically laugh her head off the others then began to think long and hard. Then before long Thunder began to chuckle a bit.

"You know… all that worrying and moping about not surpassing our parents… it is kind of ridiculous when you think about it," he admitted laughing.

Lightning began chuckling as well. "Yeah, your right!"

Then one by one whole group then began laughing loudly and joyfully.

"My word… all that laughter quite contagious…" Charity admitted, as he laughed.

"Well it _is_ Purple's doing…" Crab pointing out, laughing also. Purple Punch hears this and smiles proudly.

"And she's right this time… we mustn't let our troubles bother us so much." Dusk stated.

"Thank you Purple." Meadow said, gratefully. Purple just smiled largely and proudly.

* * *

As the group continues laughing to themselves, the villain known as the Pony of Shadows watched them from a far using her shadows as a way to spy on them all. She does not look pleased as her eyes narrowed at the group of eight.

"Hmm… it seems that these _children_ may pose as potential threats after all…" she remarked. "This could be troubling…"

"Yeah, you better believe it!"

The Shadow Pony turned to the source of the voice behind her, which belong to none other than Rainbow Dash, who like the rest of the Mane Six. were all locked inside small round cages with bars made of shadows along with their husbands and rest of population of Ponyville, who were all fast asleep.

"Our kids are gonna kick your rump back to the moon where you belong!" she exclaimed.

"Darn tooting!" Applejack agreed.

"Says the pony locked in a _cage_." The Pony of Shadows sneered.

"You may have locked us and everypony in town up but our children _will_ defeat you and we _will_ be free!" Twilight declared.

"Please, do not make me laugh _Princess_. You could have seen this coming if you hadn't kept thinking that all _this_ would last." The Pony of Shadows told her, as she looked the Princess of Magic in the eye and raised her chin with a hoof. As she smiled evilly at her Twilight continued to scowl at her. "Peace has cost you your strength. Victory has defeated you!"

She then blasted Twilight into the wall of her cage with a bolt of magic from her horn.

"Twilight!" They cried, greatly concerned for their friend's well-being.

"Why you…!" Rainbow growled.

"Save it. For it's only a matter of time before all of Equestria is shrouded in total darkness! But because of your meddlesome _children_ it's becoming quite difficult!" The Shadow Pony admitted with a growl. "So… I'm going to have to make their trip a little difficult as well!"

"No! Don't hurt them!" Fluttershy pleaded.

"SILENCE!" The villain yelled, shutting Fluttershy up. "Now… it's time to get this party _really _started!"

"Ooh? A party? Already? Where? I wanna go!" Pinkie piped up. The Pony of Shadows let out an annoyed growl before her eyes started glowing along with her horn. Then storm clouds began to roll in.

* * *

It didn't take long before the storm front reached the kids, who were already beginning to feel the harsh winds and rain blow against their faces hard and fast, making it very, very difficult to go ahead further, though they tried to do so anyway.

"Great! Now we just have to survive this storm!" Dusk exclaimed.

"Easier said than done partner!" Crab stated.

"Yeah, really!" Thunder agreed.

"Can't you two stop this?" Spines asked. "Your Pegasi right?"

"We can't! Not with the winds blowing at us like this! We'd be blown all the way back to the beginning!" Lightning said.

"So what are we supposed to do?" Purple Punch wondered with a bit of a holler.

But Dusk didn't know what to do. For the first time in what seemed like a decade, she hadn't had a clue on how to handle this. The purple prince was filled with both fear and pain. He saw the once peaceful environment around him crumble...

The storms still raged.

The winds still howled.

And then it hit him.

"I got it! Everypony get behind me!" he called out. They all did so, then his horn glowed brightly before a thick, square-shaped shield appeared in front of them, blocking most of the wind and only letting a chilly breeze blow by.

"Well, done." Meadow complimented.

"Thanks, Uncle Shining Armor taught me this." Dusk stated. "Course I only keep it up until my magic wears out."

"My hero… I guess that means I have look at _your_ rump the whole way!" Lightning complained.

"Quit your complaining sis, at least we're moving." Thunder stated.

"Yes, and I'm grateful she did not start _whining_, honestly she is worst then my mother!" Charity proclaimed.

"I can _hear_ you!" Lightning said out loud.

"We know." Thunder said, casually. Then he noticed Spines shivering like an earthquake as they continued to go ahead. "Whoa, you ok?"

"Y-Yeah… just c-cold, that's all…" she said, stuttering a bit.

"Cold? Well that simply won't do!" Charity said. She then levitated something out of her saddle bag and wrapped it around Spines. It was a pink scarf.

"W-What's this for?" Spines asked.

"To keep you warm of course!" Charity stated.

"But… don't _you_ need it?" Spines questioned, with a raised brow.

"Oh pish-posh, I will be fine, it's _you_ I'm worried about." Charity told her.

"You are?" Spines inquired, surprised.

"Of course, after all like Dusk said, you are our friend and we in this group care about our friends, to the end!" Charity said, with a smile which Spines returned with a very grateful one.

Meanwhile, the Pony of Shadows watched this and growled in frustration.

"Blasted children… well… let's see if their commitment is as strong as their parents!" The Pony of Shadows declared as her eyes began to glow.

At the same time as the kids were proceeding ahead they slowly began to see a faint glow in the distance. Seeing as there were no lights around for miles it could only mean one thing.

"Hey! Up ahead! I think that's the tree of harmony!" Dusk realized.

"Whoo-wee! Ain't that awesome?" Crab remarked.

"Yeah, we're almost there!" Purple added. "It's just a hop, skip and a jump away!"

"Relatively speaking of course." Charity said.

"Yes, and assuming we don't run into anything else…" Meadow stated.

Spines gulped. "I sure hope not…"

"Aw, come on guys, what more can we go through?" Thunder questioned.

"Uh… bro? I think I know." Lightning piped up as she noticed something approaching them. The others turned and saw a thick blanket of fog rolling in from out of nowhere.

"What the hay? Where'd this fog come from?" Crab exclaimed, completely caught off guard.

"I don't know… it just… appeared!" Dusk stated.

"Guys? Where are you? I can't see a thing!" Meadow cried, as the fog began to cloud their vision completely.

"We're over here darling!" Charity called out.

"Follow the sound of my voice!" Purple Punch cried as she began to sing 'La,La,La' over and over again plus very loudly.

"Ugh… it is weird that her voice is like _claws_ on a _chalkboard_?" Lightning complained.

"Cool it sis, we gotta find a way to clear the air and fast." Thunder stated.

"Ha, you said 'clear the air'…" Lightning snickered. Thunder began to snicker also until they heard something.

"_Lightning… Thunder…"_

Creeped out the twins then pivoted for a look behind them, trying to find the speaker.

"Ok… that's creepy…" Thunder said, slowly.

"_Lightning… Thunder…"_

"Like I was saying." Thunder stated.

"_Turn back._"

"Who said that? Whose calling us!?" Lightning demanded.

The voice repeated the two-word instruction over and over until a path way out of the forest was revealed.

"Whoa! Look! A way out!" Lightning cried. "Hey guys! Guys?"

"I don't see them anywhere, nor can I hear them…" Thunder said.

"Me neither. Maybe we can find a way to contact them if we get out of here." Lightning suggested.

"Careful. How do we know this isn't a trap?" Thunder inquired.

"Please! If it was dangerous _I'd_ know." Lightning stated, confidently. However Thunder wasn't even a bit convinced that his sister knew what he was doing. Said pony turned to the open path and began to run to come.

"Come on, bro! We're almost…" Lightning began before Thunder appeared in front of her. "Whoa!"

"No sis, we have to stay here and find the others, we can't abandon them, that's not what we do remember?" Thunder reminded him. "What would Mom say if we did that?"

Lightning's eyes drooped when she realized that he was right. "Ok… let's get those wings flapping!"

"Atta girl!" Thunder smiled as he and Lightning flew up and began to flap hard and fast, causing the fog to be blown away and into the distance, allowing them to see their friends below.

"Hey! Our buddies are still ok!" Thunder exclaimed, relieved. "Yo, guys!"

The others turned to the Pegasi twins and smiled.

"Thunder! Lighting! Just in time, we were wondering how long it would take you two to clear this place up." Dusk remarked.

"Well no need to worry, we never leave our friends hanging." Lightning stated.

"Word." Thunder added.

"Well then pick up your hooves y'all because we're almost there!" Crab declared.

"Great, then it's time we _end_ this!" Meadow Breeze said, as she and the others began to run to their destination now, while the Pony of Shadows watched from using her shadows.

"Yes, dear Meadow Breeze it's time to _end_ this…" The Shadow Pony said, evilly. She then turned to their parents. "And _you six_ are gonna help me."

"We will _never_ help the likes of _you!_" Twilight Sparkle said, firmly. The others all nod in agreement.

"Who said it be _you six_ exactly?" The Pony of Shadows asked. Her eyes then glowed red. Sparks cracked out of her eyes and envelop all six of them; yells of pain and red flashes accompany the capture. Flames then race along the length of Rarity's wildly waving mane and from those flames comes a exact duplicate of the mare, with three differences. One, her eyes burned bright red; two, she was rendered entirely in shades of gray and black and three she looked much younger. A similar copy of Pinkie Pie started to climb out of her back, while a monochrome hoof reached forth from Twilight's heart. Copies of the others then began to come out as well. The group was then lost under the infernal red light show, which culminated in a terrific flash.

* * *

Around the same time, the Mane Seven arrived at what appeared to be a large pit with a bright glow at the bottom of it.

"Ok, so… how do we get down there?" Lightning questioned.

"Yoo-hoo!" Purple Punch called out. Everypony looked around and were surprised to see her at the bottom of the pit and standing near a long flight of stairs close to them. "We take the stairs!"

"How did you… you know what? That can wait." Dusk said. "Come on guys, let's hoof it!"

They then all proceeded down the long staircase and rushed to the source of the glow and pretty soon they were standing in front of a giant glittering tree with six different colored gems embedded in each of its branches. Each of the gems were the shape of their mother's cutie marks, with Princess Luna and Celestia's on its truck. The kids were all speechless as they stood before the tree.

"Whoa Nellie…" Crab Apple breathed.

"Is that…" Meadow began.

"The Tree of Harmony…" Dusk confirmed.

"Well gave it away? The Elements of Harmony inside it? Or that it's a giant magical looking tree?" Lightning quipped. The others glared at her for this.

"Not to mention _shiny _looking!" Purple said, admiring her rejection in the tree. She then began to pull back and forth, making her reflection look funny. "Ooh! Ah! Ooh! Aah!"

"Amazing…" Spines said.

"Dudes, I could stare at this thing for _hours_…" Thunder admitted. They all stood there for a minute, not knowing what to do.

"So… how do we get those things out?" Crab asked.

"You _don't_."

The kids are completely caught off guard as their shadows all began to come together then take on a solid form that closely resembled Nightmare Moon only in a more shadowy form.

"The Shadow Pony!" Dusk exclaimed.

"Nice to see you have not lost your talent for stating the obvious your highness." The Pony of Shadows said with a smirk. "Glad to see you all again, I was just about to come looking for you all."

"Oh why don't you quit your gabbing already and let's just do this!" Crab stated.

"Yeah, come over her and show us what you got!" Thunder challenge. "Fight!"

The Shadow Pony sneered at them. "Insignificant insects."

"How rude!" Charity said, loudly.

"Oh don't preach to me, I have more power then you all combined. So you'll want to surrender." The villain told them. "So either you do what I say, or else."

"Your bluffing, if you were as powerful as you say you could crushed us anything you wanted in that forest, but instead you ignored us." Meadow Breeze pointed out.

"Pretty weenie." Spines nodded.

"Maybe _you_ should surrender, we've already taken down a Cragadile today and once again the odds are… eight to one." Dusk said. "They're hardly in your favor."

"Count again." The Shadow Pony said before six bolts of lightning struck the ground in front of them all. A wall of smoke of fumes then appeared. This soon cleared to show Twilight's opposite. The gray Princess straightens up slightly with a foul little smirk; our heroes can only stare aghast as she along with gray version of their parents stood forward. They kind of look the way they did when Discord brainwashed them into being the opposite of their element.

"Mom?" Dusk breathed in shock.

"Those aren't are Moms…" Meadow said.

"They're so… gray." Thunder added, looking them over.

"Heh… I always figured young Mom would be… taller." Lightning Strike remarked, nervously.

The Pony of Shadows laughed dramatically. "I may be the literal source of all darkness… but your parents are your own worst enemies!"

Evil Twilight was the first to move, leaping into her son's face in slow motion.

"Luna wasn't the only one with a bad side," she said.

She then delivered a walloping blast of dark magic that lifted Dusk far off his hooves then runs after him. Now Fluttershy's alter ego flies toward her daughter, but she managed to dodge her easily.

"Here they come!" Thunder cried, as the evil versions of their parents moved in towards them. Dusk skidded across the ground then regained his composure when he saw that his friends were in trouble. He quickly kicked back his mother's evil clone without hesitation.

"Everypony! Get behind me!" he called out. They all obeyed as they ran over to Dusk and stood behind him. Then Evil Rarity began to fire bolts of dark magic at them as well. "Look out!"

She continued to fire while Dusk protected them with his magic shield, which he put up at the last-minute. Evil Applejack leaped over the shield and tackled Crab Apple. Evil Fluttershy took the sky while Meadow flew up to meet her and the twins faced off against their mother's evil twin. Not a single wisecrack comes from either one of the twins before Evil Rainbow flew straight for them and plowed them into the wall. Evil Pinkie looked at Purple Punch evilly and made her scream with fear before running off, Evil Pinkie just hopped after her like the real Pinkie did. Charity was then blasted by her evil mother's dark magic while Dusk barely managed to dodge his own evil mother's blasts before he tried blasting a few magical bolts of his own.

Dusk then turned to Spines. "Spines! You got get the elements. We need to have a little _chat_ with our parents!"

"Right!" Spines nodded as she ran off while Evil Twilight quickly attacked Dusk. The little female dragon started to move toward the tree before she stumbled and fell along the way, the Shadow Pony then looked toward her.

"And _where_ do you think _you're_ going?" she demanded before she attempted to blast her with a magical blast. Spines quickly leapt out-of-the-way of it and began running as fast as she could.

"Get back here!" The shadow pony yelled before she took on a shadowy spirit from and began flying straight after her while Crab and Evil Applejack continued their 'dance' nearby and Dusk managed to block another of his evil mother's blasts. Lightning and Thunder zipped around and around trying to lose Dark Rainbow but to no avail. Charity and Evil Rarity engaged in hoof to hoof combat, Purple and Evil Pinkie hopped over and around each other as they tried to strike and Meadow and Evil Fluttershy continued their fight in the air also.

Evil Applejack jabbed her son in the face with her front hoof's before turning around and preparing to kick him with her hind legs. Crab attempted to block it but when she hit him it sent him flying into a rock wall hard and fast.

"Ooh, snazzy…" Crab remarked. He then noticed his evil mother charging towards him again. "Come on!"

Evil Applejack attempted to tackle him again when he managed to grab her at the fast second. "That's right…" he said as he swung her around. "Smile for me!"

Crab Apple tossed her back but she managed to land back on her hoofs and charge again. "Ok Crab, you can do this, just steady yourself and put all your energy into it…" he told himself as he got into an apple bucking stance. "Boy I hope I inherited my apple bucking skills from my Ma… and…"

Just as the evil version of Applejack closed in Crab slammed his hind legs into her face which shook her greatly and caused her great pain. She staggered a bit. Crab's attack reduced most of her head to black mush. The evil clones tried briefly to reconstitute herself, but instead ends up disintegrating into a large puddle of black gunk.

"Hey y'all!" Crab called out to the others who are variously slugging it out with the Shadow Pony's crew. "The clones! They aren't real!"

"Which means we don't have to hold back!" Thunder exclaimed as he and his sister knock back Evil Rainbow who was pining them both briefly.

"Wanna give her the Thunder Strike?" Lightning asked her twin brother.

Thunder smiled at this and cracked his neck. "I got the Thunder if you've got the strike."

The twin were than both gone in a flash of light, ascending into the cloud cover. When they have vanished from sight, a blast of lightning was seen from within. A whirling tornado, cracking with lightning then zoomed down toward a shocked Anti-Rainbow. The whirling and sparky winds collided with the Dark Rainbow Dash and the stony ground, creating a massive pulse wave and an explosion. The twins then emerged from the wall of smoke unharmed. Lightning threw a little smirk to Thunder.

"Told you we could beat her," she said to him. They then notice the evil Pinkie skidding across the ground who looked up in shock as Purple Punch leapt toward her. She then took out a large yellow and pink hammer from out of nowhere, yelled a yell like Tarzan's and smashed her head with the hammer, reducing her to goop. She had a brief crazed look in her as she panted like a tired animal before she smiled at her friends casually.

"Hey, you guys!" Purple said. "How's it going?"

Thunder and Lightning just stared at Purple with slack jaws.

Meanwhile Meadow Breeze and Evil Fluttershy wrestled in the sky, generating harsh winds. Meadow smacked her mother's evil self but to no effect. Evil Fluttershy grabbed her then hit her hard causing her to fall to the ground. She landed behind Charity and Evil Rarity who were duking it out. She then stood up and flew upward again. She slammed into the copies chest, knocking the wind out of her. Meadow then flew around her and snapped kicked her in the back, catapulting her toward the ground. The clone nose dives into the ground and splattered.

"Nice move, Meadow!" Crab called out.

"Thank you! My Dad taught me that." Meadow said. "And as he would say… YEAH!"

Her eyes flashed red briefly when she said this.

At the same time, Charity was just finishing up her fight with her evil mother. She twirled around like a ballerina briefly before snap kicking evil Rarity in the muzzle. She made several graceful yet wrestler like moves before she managed to kick Dark Rarity back. Charity then walked over to a vertical slab and faced the back of the once beautiful shadowy version of her mother who just straightened up. Without changing her expression Charity gently gave a little push to the slab. It toppled flat to crush Evil Rarity.

Charity smiled at her handy work. "How's that for grace and style mother?" she remarked.

Meanwhile, Dusk was still in battle with his evil mother, who were both firing bolts of magic energy at each other. Both blasts clashed but neither seemed strong enough to overpower the other. Evil Twilight then leaped at him but Dusk blocked her with his shield. Dusk's horn and eyes suddenly glowed brightly.

"You're not master of magic anymore mother!" Dusk declared as the force of the magic blasted Evil Twilight apart. Dusk then unfolded his wings as his magical energy crackled like electricity. "I am!"

Elsewhere, Spines ran into a corner and backed up as the Shadow Pony cornered her. She shook in absolute fear as she approached her threateningly.

The Pony of Shadows chuckled evilly at her. "Now you die!" she yelled.

"NO!" Spines yelled as she suddenly releases a massive fireball attack, it was the size of a full-grown dragon's fire-ball and it knocked the Shadow pony far away. Spines was greatly surprised by what she did. "Whoa… cool!"

The little dragon then ran over to the tree, climbed up it and began to pluck the elements out of it one by one.

"One… two… three… four… five… six! Got 'em!" she exclaimed. "Guys! Catch!"

Spines tossed each of the elements towards the Mane Seven which Charity and Dusk managed to catch with their magic. They each floated in front of their news owners. Dusk had the Element of Magic, Crab had the Element of Honesty, Meadow had the Element of Kindness, Purple – the Element of Laughter, Charity – Generosity and the twins both shared the Element of Loyalty.

"Sweet!" Dusk smirked.

A rumbling noise then ended the joviality in a big hurry; its source was the Pony of Shadow, who had now grown tremendously and was stomping towards the group.

"Um, she's coming over here! I really don't like that she's coming over here!" Purple Punch cried.

"Come on elements, we need a hoof here!" Lightning Strike said, stressed as she shook the element of Loyalty. "Do you shoot lasers or something?"

Your accomplishment has no meaning. You have merely prolonged your suffering. The rule of mortals has ended! This world is _mine!_" The shadow pony bellowed, angrily.

Dusk stepped forward. "Yeah? Well sorry to break it to you lady but this world belongs to _everypony! _Except… _you!_" he declared.

"Oh really? What are _you_ gonna do? I have power and you have NOTHING!" The Pony of Shadows screamed.

"NOTHING!" Purple screamed back. "Ha! How do _you_ like it!"

"Hey! He doesn't have nothing!" Thunder called out.

"Yeah, he has _us!"_ Crab stated as they all stepped forward.

"You truly think you can stop me together? Oh, stop, you're going to make me laugh!" The Pony of Shadows said sarcastically. She then charged up her magic again. "Now step aside! You children have been a thorn in my side for too long! And now you all must _die!"_

She fired a massive magical energy bolt at Dusk. The others all quickly tried to shield him as the bolt hit and created a large explosion.

"NO!" Spines screamed in despair. The Pony of Shadows laughed triumphantly but stopped as soon she saw the smoke clear and noticed a magical veil protecting the seven, much to their surprise.

The elements then started glowing and attached themselves to their new owners like necklaces. The element of loyalty even split into two and attached to both the twins.

"Well what do you know? We really do represent the elements of friendship!" Crab remarked. "Just like our Ma's!"

"That's right and Crab, by being honest to Purple and _yourself,_ you now represent the spirit of… _Honesty_! Meadow, by calming the fearful Spines with your compassion, you now represent the spirit of… _Kindness_! Purple Punch, by banishing your insecurity by giggling at them, you now represent the spirit of… _Laughter_! Charity, by giving Spines something meaningful to you, you now represent the element of… _Generosity_! And Thunder Storm? Lighting Strike? You didn't abandon us one second even when you both had chance to, with that you now represent the spirit of… _Loyalty!_" Dusk exclaimed. The elements glowed as he said all of this.

Spines then zipped over. "And Dusk! You showed that you care about your friends more than you care about yourself AND you showed me what _real_ friends are! That totally earns you the element of… _Magic!"_ she said. The element of Magic then glowed after she said this.

"You know something? I think your right." Dusk said. "Because you know what friendship is to _me_? It's not just magic, it's… _everything_.

Then to their surprised the elements began to glow even brighter and the seven of them slowly began to rise into the air, much to the surprise of Spines and the shadow pony.

"What? What is happening!?" The Pony of Shadows demanded.

The kids floated in the air for a second before suddenly they are all drawn together and when they madecontact with each other a flash of light was seen before they were struck by seven bolts of lightning that turned them into little balls of light that merged to create an evil bigger light much to the horror of the shadow pony. When the light finally faded somepony stood on the ground.

It was an alicorn, who seemed to be around the same height as Celestia only more muscular. He had a white coat, a translucent red, orange and yellow mane, tale and beard as well as blue eyes. His cutie mark was a bright red star with seven points and he wore a large crown on his head with seven different colored gems on it.

Spines smiled. "Wow! Incredible!"

"What? Where are the others?" The Pony of Shadows cried.

The alicorn male spoke in a deep and majestic voice. "The children? They're here. I am they. We are one. I am King Solaris! Unfortunately for you shadow demon for I have come to rid this world of you and your darkness once and for all!"

The shadow pony was shocked at first but then growled "Oh no you don't!" she cried as she charged up her magic.

"Every force you create has an echo. Your own bad energy will be your undoing." The alicorn said, who then sucked up all the alicorn's magic into himself before attacking her with a powerful and quick barrage of jabs which were as fast as lightning bolts. Then, he flew past his stunned opponent and turned around to blast the back of her head before he kicked her away with his hind legs. Next, King Solaris landed on the ground and raised his horn to charge a rainbow energy sphere.

"This is the power of true friendship! Enjoy!" King Solaris exclaimed

Hee fired the ball of energy at the Pony of Shadows. It phased right into her and then started to disintegrate her from the inside. She let out a long agonized yell as she cracked up before fading away. The whole world then went white.

_To be concluded in the upcoming epilogue chapter..._


	3. The New Generation Part 2 Epilogue

**Epilogue**

Before any of them knew it Spines and King Solaris were both outside of the Everfree Forest. Only Spines looked surprised while the Alicorn male just stood there silent until suddenly a bolt of lightning struck him again which caused him to separate into Dusk and the others, who all laid on the ground, unconscious. They quickly began to regain consciousness and get up.

"Ugh… my head…" Lightning groaned.

"What happened?" Thunder asked.

"How did we get out _here_?" Charity questioned.

"And… where did the elements go?" Meadow added.

Purple shrugged. "Beats me."

"And… where did…" Dusk began.

"Guys! Guys!"

They all turned and saw Spines rushing over to them before hugging them all tightly.

"You guys did it! You stopped the Pony of Shadows! You became Solaris, he blew her up and…" Spines stopped short when she saw the shining sun above them all. She quickly became entranced. "The sun… so… _beautiful_…"

A single tear falls down Spines face as she embraces the sun's light, it's obvious that she hasn't felt anything like this before in the forest. Dusk and the others smiled at the sight before they suddenly heard something.

"Kids?"

They slowly turn around and to their shock and amazement they saw all their parents, family members, friends and fellow townsfolk all standing together in a large ground just in front of Ponyville smiling at the seven warmly. Tears formed in each of their eyes as the kids all looked at their parents happily and relieved.

"Mom…" Dusk said, slowly as he started to sob full of glee.

"Mom!" Lightning Strike exclaimed, smiling,

"Dad!" Thunder Storm added, smiling also.

"Mommy!" Purple Punch yelled, excited.

"Ma!" Crab Apple cried with glee.

"Mother!" Charity screamed her eyes full of tears just like Dusk.

"Your all ok!" Meadow expressed, relieved.

The Mane Seven and the Mane Six, along with their husbands and other family members rushed over to each other laughing and smiling until they finally closed the gap and embraced each other.

"Mom…" Dusk said again, smiling as he allowed his parents to hug him tightly.

"I thought we'd never see you again…" Twilight said happily as tears of joy fell from her face.

"Well at least your ok." Flash said, relieved.

"Dusk!" Twinkle cried as she ran over and hugged her big brother.

Dusk laughed. "Hey, Squirt. Good to see ya."

"And me?" A familiar tall purple dragon inquired amused.

"Yeah, you too, Uncle Spike." Dusk nodded.

"You did good today, sport." Applejack told her son as Toffee Apple hugged Crab tightly.

"Gee, thank ya Ma… all of ya." Crab said, as his whole family, including Big Mac, Cheerilee and Featherweight, gave him a smile and a nod.

Pinkie Pig gave her daughter a very tight bear huh. "Oh! I'm so happy to see you again!" she squealed.

Purple quickly returned the tight embrace. "Oh! Me too Mommy!"

Cheese Sandwich laughed a bit. "Alright ladies, save for cheese!" he said as he hugged them both which they returned with a giggle.

Meadow Breeze and Fluttershy both shared a nuzzle while Bulk Biceps popped and yelled his catchphrase.

"YEAH!" he said, before hugging them both.

"Way to go you two." Soarin told Thunder and Lightning.

"Yeah, you kids… did awesome." Rainbow Dash smiled.

"Mom…" Lightning said touched before she gave her mother an emotional embrace which surprised her at first but she quickly accepted it. Nearby, Rarity was checking over Charity for any injures, looking worried.

"Are you hurt? Any cuts? Bruises? Split ends!?" Rarity exclaimed, worriedly.

"No, no, no, mother I am fine! In fact… better than I have been… in a _very_ long time." Charity stated.

"Well let's good to hear, dear daughter." Fancy Pants nodded with a smile. A giggling was then heard and a little filly that went by the name Open, named after Rarity's old cat, ran over to Charity and hugged her.

Opal closely resembled Sweetie Belle when she was young, with the same coat and eyes but had a purple and pink swirled mane and no cutie mark.

"Oh Opal, it's good to see you too my dear little sister!" Charity proclaimed, sweetly.

"Indeed… like mother, like daughter." Fancy Pants smiled at Rarity.

"Aw…" Rarity said, touched as she nuzzled her husband.

A flash of light was then seen nearby, everypony turned and saw Princess' Celestia and Luna walking towards the children together.

"Princess Celestia!" Dusk exclaimed.

"And Princess Luna!" Meadow added.

The whole crowd, excluding Dusk's family who were all royalty, bowed at the sight of the two royal figures.

"Celestia, Luna… oh I'm glad to see that you two are alright!" Twilight Sparkle smiled.

"The feeling is quite mutual Twilight Sparkle." Princess Luna nodded.

"So… _these _are the little ponies who defeated the Pony of Shadows." Celestia said, looking at Dusk and his friends.

"Sure are!" Thunder said proudly.

"Yep and this…" Lightning began before pulling Spines forward. "Is Spines. She helped us find the Tree of Harmony and Elements."

Spines waved at them. "Hi…"

"Another baby dragon?" Twilight Sparkled asked, surprised.

"Really?" Spike added, equally surprised.

"Yes, we found in her in the Everfree Forest, she was living there her entire life." Meadow explained. "Ever since her family left her… she's all alone."

Pinkie then burst into tears. "That's so sad!"

Purple burst into tears also. "Yeah, it is!"

"Purple Punch… you already knew that." Crab reminded her.

"I know!" The earth pony female bellowed, while crying.

"So wait… she's never had a family before?" Spike questioned. "Or parents?"

Dusk nodded. "That's right."

"Yeah… but it's ok… because thanks to Dusk… and the rest of you guys…" Spines began looking at them thankfully. "Now I actually have friends and now know what _real_ friendship looks like… all thanks to you guys."

The others all smiled proudly.

"Though… I still wish I had my parents here…" The baby dragon admitted. Then she gasped in surprise when Spike put a claw on her shoulder.

"Well no need to worry anymore… because while I know I won't be able to replace them… I'd be more than willing to take care of you… the same way Twilight and Princess Celestia took care of _me_." Spike said.

"Really?" Spines asked, completely surprised.

"Yeah, That is… if that's ok with you of course."

Spines smiled with tears in her eyes "Totally!" she said as she impulsively hugged Spike, who returned it. The others all smiled at the sight of this before they looked toward each other and nodded. Dusk and the others then approached their parents.

"Mom, Dad, listen. All of you." Dusk said to them. "Look… all our lives we've done what you guys have wanted us to do, and let you pass on your dreams and legacies onto us. But now… we're gonna control our own futures. We're gonna follow our own dreams and learn all we can about friendship in our own way and use the lessons you all taught us to help us along the way. One day… we will live up to your legacies… but we'll do it _our_ way."

'That's quite right because together, _on our own_, the eight of us forged something _powerful_, something _important_." Charity stated.

"And this isn't about our treatment before the Celebration." Lightning added. Thunder nodded in confirmation.

"Mother, I know you wanted me to look after your animals but I want to be a great flouriest someday, not a caretaker." Meadow said.

"And I want to be a great baker in Appleloosa." Crab told his parents.

"Me and Lightning here want to start are own daredevil flying team." Thunder said. "And _not_ join the Wonderbolts, that was _your_ dream Mom, it's not ours, and we're sorry."

"And I… want to be Equestria's greatest comedian!" Purple declared, excited.

"Mom, Dad, we're ready to use what you taught us, or what teach us at all?" Thunder expressed.

"In other words… and these are the first brave words I've ever said… get on board, or get out of the way." Spines stated. The Mane Seven all stood next to each other with determined looks on their faces. Their parents all had thoughtful looks on their faces then one by one they all smiled warmly.

"We know, and we understand." Twilight Sparkle nodded. Everypony looked surprised.

"You… do?" Dusk asked, surprised.

"Of course we do!" Applejack assured them.

"Yeah, what do you think we are? _Air heads_ or something?" Pinkie Pie giggled.

"Never for a second, Mom…" Purple smiled wistfully.

"Meadow, I'm so sorry, I should have _never_ tried to force my legacy onto like that." Fluttershy apologized. "It must have been so hard…"

"Indeed darling, it was unlady like of me to force you the way I did." Rarity added.

"Yeah, and… I guess you two wouldn't have felt that way if I hadn't been such a _show-off_ around you both." Rainbow Dash admitted. "Sorry…"

Dusk and the others smiled at their parents.

"It's cool, if nothing else at least we got our parents back… and that's all that matters to us." Dusk expressed.

"Good to here, and I promise son, nothing will _ever_ drive us apart again." Flash said as the four of them all hugged.

Princess Celestia stepped forward. "It seems that you seven have all learned some very important lessons."

"I suppose we have…" Lightning expressed.

"And to help you learn more about the lessons of friendship itself, we believe that you should all hold onto this." Princess Luna said as she magically conjured a large book with Twilight Sparkle's cutie mark on it. Dusk grabbed the book with his own magic.

"A diary?" he inquired.

"Yes, it's has all the lessons that me and my friends learned about friendship when we were your age." Twilight told him.

"With that, you kids won't be able to make the same mistakes we did." Applejack stated. "And don't look so surprised, we may be 'legends'…"

"But we had a heck of a time getting there!" Rainbow Dash exclaimed.

"Indeed." Rarity nodded.

The kids all gathered around the book and flipped through some of the pages. A smile appeared on their faces.

"Sweet!" Dusk smiled. "So… you guys ready for whatever comes at us next?"

"Sure as a sugarcube, partner!" Crab Apple nodded, as he and Dusk put their hooves forward. The others follow suit one by one.

"Absolutely!" Charity smiled also.

"Rock on!" The twins said in unison.

"Yes indeedily!" Purple Punch chirped.

"Yay!" Meadow Breeze cheered, in a less quiet way than her mother. Spines smiled a smile and put her fist forward as well. They all hoof bumped and cheered as they embraced in a group hug while their parents watched on proudly.

"Well Twilight I can certainly say that we all made the right choices with these children." Rarity told her friend.

"Yes, siree, they are definitely a new generation of heroes." Applejack agreed.

"Your right girls… we passed on the torch and they didn't get burned once." Twilight Sparkle smiled proudly, as they continued to watch their kids cheer and party under the light of Celestia's sun above them all. As they did so they failed to notice marks on their hearts that seemed to resemble the Elements. They glow briefly before fading away.

* * *

**Author's Note: This is a conclusion of the My Little Pony: The New Generation episode; 'The New Generation Part 2'. Anyone who thinks this should be a part of the second episode please say so and I will do so. If not, then this will stay. Thank you for your time.**

**After Credits Song: I Will Show the World from The Secret of Nimh 2**


End file.
